Common use of Existing Leases Clause in Contracts

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at the Property (the "Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancy.

Existing Leases. (a1) Seller represents to Buyer that all existing apartment leases at Exhibit "E" sets forth a true, correct and complete list of the Property (Existing Leases for the "Leases") related Premises and any other rights the information with respect to the use Existing Leases set forth in Exhibit "E" hereto is true, correct and complete in all material respects, (2) no tenants are entitled to any rebates, rent concessions or occupancy of free rent except as may be expressly set forth in the apartments at the Property (the "Tenancies") are identified Existing Leases or on Exhibit E attached hereto. "E", (b3) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant rents due under any of the Existing Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been are presently assigned, pledged, hypothecated or otherwise encumbered by Seller. During , other than in connection with any mortgage encumbering the Inspection PeriodPremises which shall be satisfied in connection with the closing for the Property in question, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, (4) there are no amendmentsunpaid brokerage commissions or unpaid landlord obligations for tenant improvements in connection with the current term of occupancy of tenants under the Existing Leases, modifications(5) no rent under any of the Existing Leases has been prepaid (except for rental for the current month and payments that are required to be made in advance pursuant to the terms and provisions of the Existing Leases and except for prepayments set forth either in the Existing Leases or as set forth on Exhibit "E"), extensions (6) as of the Closing Date no Existing Lease shall be terminated by agreement with the tenant (except by reason of a default by the tenant thereunder or renewals except for notices given to indicate the landlord's intention not to permit the term of the lease to continue or be renewed for an additional term), (7) no tenant has notified Seller in writing of its intent to terminate its lease prior to expiration of the term of such lease, (8) no written notice of any default under the Existing Leases that are not reflected has been given or received by such documents the related Seller, and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i9) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates copies of the Lease; Existing Leases delivered to Buyer are true, correct and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancycomplete copies thereof.

Existing Leases. With respect to those Leases listed on Exhibit "F" attached hereto and made a part hereof (the "Existing ▇▇▇▇▇▇ Leases"), as assigned by Essex Insurance Company (an affiliate of Tenant) to Landlord, (a) Seller represents to Buyer that all existing apartment leases at Tenant acknowledges and accepts the Property (the "existence of such Existing ▇▇▇▇▇▇ Leases") , and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date acknowledges and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and agrees that neither the Existing ▇▇▇▇▇▇ Leases nor any rights of the right to collect the rents due tenants thereunder has been assignedshall alter, pledgeddiminish, hypothecated reduce or otherwise encumbered by Seller. During the Inspection Periodmodify any obligations of Tenant hereunder, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications obligations to pay Rent and credit histories. Seller warrants Additional Rent hereunder, notwithstanding that parties other than Tenant have occupancy rights under and pursuant to the best of Seller's knowledgeExisting ▇▇▇▇▇▇ Leases and the space demised thereby; (b) Tenant requests that Landlord permit Tenant to receive and retain the rights to receive the rent and other performance by the tenants under the Existing ▇▇▇▇▇▇ Leases, there are no amendmentsas if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby; (c) Landlord agrees that Tenant shall be entitled to receive and retain the rights to receive the rent and other performance by the tenants under the Existing ▇▇▇▇▇▇ Leases, modificationsas if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby; (d) Landlord agrees that Tenant shall be entitled to negotiate with, extensions take actions with respect to, and otherwise deal with such tenants under the Existing ▇▇▇▇▇▇ Leases, as if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby, and, in connection therewith Landlord agrees that Landlord shall enter into any modification or renewals amendment of such Existing ▇▇▇▇▇▇ Leases that are as Tenant may direct Landlord in writing, subject to Landlord's review and approval thereof, which shall not reflected by such documents and Exhibit E. Exhibit E be unreasonably withheld, delayed or conditioned, (e) Tenant shall have no right to modify or amend any covenant set forth in any Existing ▇▇▇▇▇▇ Lease which would increase or impose any new (or extended) obligations on Landlord or on the following information with respect successor in title to each Lease: (i) any landlord or lessor thereunder, after the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates expiration of the Term of this Lease; , and (ivf) all allowances, concessions, free rent Landlord hereby relinquishes any rights to which Tenant is entitled under this Paragraph 10.04 during the Term or reduced rent payable thereunder; and (v) the amounts extended Term of security deposits for each unit and tenancythis Lease.

Existing Leases. (a) Seller represents 10.1.1 Attached to Buyer that this Agreement as Exhibit D is a list of all existing apartment leases at leases, tenancies, and other occupancies, whether written or oral, affecting all or any portion of the Real Property (the "“Leases"”). Within two (2) business days after the Effective Date, Sellers shall deliver to Purchaser true, correct and any other rights complete copies of all the Leases. Subsequent to the use Effective Date, Sellers shall not accept payment of any rent under any Lease for more than one (1) month in advance, and during the Investigation Period, Sellers shall not modify any existing Lease, terminate any existing Lease, or occupancy enter into any new lease or agreement affecting all or any portion of the apartments Real Property, without the prior written consent of Purchaser, which consent will not be unreasonably withheld or delayed. Notwithstanding the foregoing or anything herein to the contrary, prior to Closing (the following are collectively referred to herein as the “Lease Amendments”), (i) Crescent 1200 shall enter into a lease amendment with Affiliated Computer Services, Inc. (“ACS”) in the form attached hereto as Exhibit H-1 (the “ACS 1200 Lease Amendment”), (ii) Crescent 1300 shall enter into a lease amendment with ACS in the form attached hereto as Exhibit H-2 (the “ACS 1300 Lease Amendment”), (iii) Crescent 1100 shall enter into a lease amendment with INDA, Association of the Nonwoven Fabrics Industry (“INDA”) in the form attached hereto as Exhibit H-3 (the “INDA Lease Amendment”), (iv) Crescent 1200 shall enter into an amendment to lease termination agreement with INDA in the form attached hereto as Exhibit H-4 (the “INDA Lease Termination Amendment”), and (v) Crescent 1100 shall enter into a lease amendment with Capital Associates Management, LLC (“Capital Associates”) in the form attached hereto as Exhibit H-5 (the “Capital Associates Lease Amendment”). Sellers shall use commercially reasonable efforts to deliver to Purchaser, prior to the expiration of the Investigation Period, fully-executed Lease Amendments from each of the Tenants listed in clauses (i) through (v) above, provided that Sellers shall not be in default under this Agreement for failure to so deliver such Lease Amendments prior to the expiration of the Investigation Period. Sellers shall deliver the Lease Amendments to Purchaser (with a copy to Purchaser’s counsel) at the Property notice addresses provided in Section 24 hereof promptly after Sellers’ receipt of the same. It shall be a condition to Closing (for Purchaser’s benefit), that Purchaser shall have received, at least five (5) days prior to the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the scheduled Closing Date, Seller fully-executed Lease Amendments in the forms attached hereto as Exhibits H-1 through H-5 without any iterations or changes. To the extent a Tenant makes any iterations or changes to a Lease Amendment, Purchaser shall perform have five (5) days following its receipt thereof within which time to either approve or cause to be performed all obligations of Seller or the landlord under the terms disapprove of the Leases. same, in Purchaser’s sole and absolute discretion. If Purchaser fails to timely provide Sellers with such notice as is required in the foregoing sentence, then Purchaser shall be deemed to have approved such Lease Amendment as modified by the Tenant. If Purchaser provides Sellers timely notice of its disapproval of a Lease Amendment, Sellers shall have a five (c5) To the best day period after receipt of Seller's knowledgesuch notice within which time Sellers shall use commercially reasonable efforts to obtain a Lease Amendment that is acceptable to Purchaser, Seller warrants in Purchaser’s sole and absolute discretion. If Sellers are unable to Buyer that all the Leases are obtain and deliver a Lease Amendment acceptable to Purchaser in full force Purchaser’s sole and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reductionabsolute discretion within such five (5) day period, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer then Purchaser shall have the right to review either waive its objection and inspect copies accept such Lease Amendment and proceed to Closing, or terminate this Agreement by written notice to Sellers, in which event the Deposit (and all interest accrued thereon) shall be returned to Purchaser and the parties shall have no further rights or obligations hereunder except as provided in Section 11 hereof. After the expiration of the Investigation Period, Sellers shall not modify any existing Lease, terminate any existing Lease, or enter into any new lease or agreement affecting all documents comprising or any portion of the Leases Real Property, without the prior written consent of Purchaser, which consent may be given or withheld in Purchaser’s sole and absolute discretion. In the event Purchaser has not delivered written notice of its objection to make necessary copies any new lease or agreement or modification thereof within three (3) business days after receipt of notice from Sellers, then Purchaser shall be deemed to have consented to such new lease or agreement or modification thereof. 10.1.2 Sellers shall use commercially reasonable efforts to deliver to Purchaser, prior to the expiration of the Investigation Period, fully-executed estoppel letters from each Tenant in accordance with the requirements set forth in this Section 10.1.2. Buyer It shall also be a condition to Closing (for Purchaser’s benefit) that Sellers deliver fully-executed tenant estoppel letters (“Required Estoppels”) from: (i) ACS (with respect to the 1200 Crescent Property) in the form attached hereto as Exhibit I-1 (the “ACS 1200 Estoppel”), (ii) ACS (with respect to the 1300 Crescent Property) in the form attached hereto as Exhibit I-2 (the “ACS 1300 Estoppel”), (iii) INDA (with respect to the 1100 Crescent Property) in the form attached hereto as Exhibit I-3 (the “INDA 1100 Estoppel”), (iv) INDA (with respect to the 1200 Crescent Property) in the form attached hereto as Exhibit I-4 (the “INDA 1200 Estoppel”) (v) Ineo USA, Inc. in the form attached hereto as Exhibit I-5 (the “Ineo Estoppel”), (vi) Access Point, Inc. in the form attached hereto as Exhibit I-6 (the “Access Point Estoppel”), (vii) ▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (with respect to Suite 200 in the Crescent 1100 Property) in the form attached hereto as Exhibit I-7 (the “▇▇▇▇▇ and ▇▇▇▇▇▇▇ 200 Estoppel”), (viii) ▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (with respect to Suite 202 in the Crescent 1100 Property) in the form attached hereto as Exhibit I-8 (the “▇▇▇▇▇ and ▇▇▇▇▇▇▇ 202 Estoppel”), and (ix) ▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP (with respect to Suite 204 in the Crescent 1100 Property) in the form attached hereto as Exhibit I-9 (the “▇▇▇▇▇ and ▇▇▇▇▇▇▇ 204 Estoppel”). Concurrently with delivery thereof to each Tenant (other than those Tenants receiving Required Estoppels, which shall be in the forms attached as exhibits to this Agreement), Seller shall deliver to Purchaser a copy of the tenant estoppel letter requested from each Tenant and Purchaser shall have five (5) business days following receipt thereof within which to object as to the particular form of estoppel letter delivered to such Tenant. If Purchaser fails to so timely notify Sellers, Purchaser shall be deemed to have approved such form of estoppel letter (an “Approved Estoppel Form”). To the extent a Tenant executes an Approved Estoppel Form without making any iterations or changes, the same shall be deemed approved by Purchaser for purposes of this Agreement. Sellers shall deliver the tenant estoppel letters to Purchaser (with a copy to Purchaser’s counsel) at the notice addresses provided in Section 24 hereof promptly after Sellers’ receipt of the same. To the extent a Tenant makes any iterations or changes to a Required Estoppel or an Approved Estoppel Form, Purchaser shall have five (5) days following its receipt thereof within which time to either approve or disapprove of the same, in Purchaser’s sole and absolute discretion. If Purchaser fails to timely provide Sellers with such notice as is required in the foregoing sentence, then Purchaser shall be deemed to have approved such Required Estoppel or Approved Estoppel Form, as the case may be, as modified by the Tenant. If Purchaser provides Sellers timely notice of its disapproval of a Required Estoppel or Approved Estoppel Form, Sellers shall have a five (5) day period after receipt of such notice within which time Sellers shall use commercially reasonable efforts to obtain an estoppel letter from the Tenant that is acceptable to Purchaser, in Purchaser’s sole and absolute discretion. If Sellers are unable to obtain and deliver an estoppel letter from such Tenant that is acceptable to Purchaser in Purchaser’s sole and absolute discretion within such five (5) day period, then Purchaser shall have the right to review either waive its objection and inspect accept such estoppel letter and proceed to Closing, or terminate this Agreement by written notice to Sellers, in which event the Deposit (and all Tenants' files interest accrued thereon) shall be returned to Purchaser and documents therein including, but not limited to, applications and credit historiesthe parties shall have no further rights or obligations hereunder except as provided in Section 11 hereof. Seller warrants that To the extent the Closing Date is extended pursuant to the best provisions of Seller's knowledgeSection 3 herein, there are no amendments, modifications, extensions or renewals of such Leases that are and in the event Sellers have not reflected by such documents and Exhibit E. Exhibit E shall delivered to Purchaser the Required Estoppels satisfying the requirements set forth above by January 19, 2007, then Purchaser shall have until January 24, 2007 to deliver to Sellers written notice of termination of this Agreement, in which event the following information Deposit (together with respect all interest accrued thereon) shall be returned to each Lease: Purchaser and the parties shall have no further rights or obligations hereunder, except as provided in Section 11.3. In the event Purchaser does not deliver notice of termination by January 24, 2007, Purchaser shall be deemed to have waived its right to terminate pursuant to this Section. In the event the Required Estoppels (isatisfying the requirements set forth above) the name are delivered to Purchaser at any time prior to January 24, 2007, and provided Purchaser has not already delivered its termination notice as provided hereunder, then all rights of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement Purchaser to terminate pursuant to this Section shall be null and termination dates void and of the Lease; no further force and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancyeffect.

Existing Leases. (ai) Other than the Leases listed in the Rent Roll, Seller represents has not entered into any contract or agreement with respect to Buyer that all existing apartment leases at the occupancy or sale of the Property or any portion or portions thereof which will be binding on Purchaser after the Closing; (ii) the "Leases") and any other rights to the use or occupancy copies of the apartments at the Property Leases heretofore delivered by Seller to Purchaser are true, correct and complete copies thereof; (the "Tenancies"iii) are identified except as provided on Exhibit E Schedule 4.1(e) attached hereto. (b) Between , the Contract Date Leases have not been amended except as evidenced by amendments similarly delivered and constitute the entire agreement between Seller and the Closing Datetenants thereunder; (iv) to Seller’s knowledge, Seller shall perform or cause to be performed all obligations of there are no existing defaults by Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no any tenant under any of the Leases; (v) Seller has paid all sales and use taxes that are due and owing on rentals paid under all of the Leases; (vi) all Tenant Inducement Costs and all commissions that are or were due to any broker or salesperson in connection with the Leases has any pending claim or basis have been paid in full and Purchaser shall not be liable for any claim for any reduction, deduction Tenant Inducement Costs or set off against the landlord or the rent due thereunder. Seller further warrants that commissions related to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designationLeases; (iivii) Amendments of License Agreements in the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates form attached hereto as Exhibit “H” for each of the LeaseLicense Agreements have been executed and delivered by each party thereto and are fully enforceable against each party thereto; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (vviii) the amounts ▇▇▇▇▇ ▇▇▇▇▇▇ Termination Letter is in the form required under the ▇▇▇▇▇ ▇▇▇▇▇▇ Lease to terminate the ▇▇▇▇▇ ▇▇▇▇▇▇ Lease and prior to Closing, Seller shall have taken all required actions and given all required notices in accordance with the terms of security deposits the ▇▇▇▇▇ ▇▇▇▇▇▇ Lease as required for each unit the ▇▇▇▇▇ ▇▇▇▇▇▇ Lease to be terminated on or before September 30, 2012 and tenancyassuming that the Purchaser pays the ▇▇▇▇▇ ▇▇▇▇▇▇ Termination Fee when such fee is required to be paid, the ▇▇▇▇▇ ▇▇▇▇▇▇ Lease will terminate according to its terms.

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at the Property (the "Leases") and any other rights In addition to the use or occupancy representations and warranties --------------- set forth in the Absolute Assignment, Mortgagor represents and warrants to Mortgagee that, as of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto.date of this Mortgage and as to each existing Lease: (bi) Between the Contract Date Lease has been duly executed by the lessor and the Closing Datelessee thereunder, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are is in full force and effect and that no tenant under any is valid, binding and enforceable against each of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information said parties in accordance with respect to each Lease: (i) the name of each tenant residing in each unit number designationits terms; (ii) a complete copy of each commercial lease has been delivered to the apartment number(s) occupied by such tenant; Mortgagee and is a true, correct and complete copy of the entire Lease; (iii) neither the commencement lessor nor the lessee has failed to comply with any obligation imposed upon such party thereunder except such lessees as are listed on Exhibit C annexed to the Absolute Assignment of Rents and termination dates of Leases executed on this date by Mortgagor; (iv) neither the Lease, nor any Rents payable thereunder, have heretofore been sold, assigned, transferred or set over by any instrument now in force, nor, unless indicated to the contrary in the Assignment, is the Lease other than a direct lease from Mortgagor, or its predecessor in interest to a lessee; (v) no installment of Rents has been paid more than thirty (30) days prior to the due date for such installment; (vi) the lessee does not have and has not claimed any defense, abatement, deduction, offset, claim or counterclaim affecting the payment of Rents or compliance with the lessee's other obligations thereunder, and all Rents provided for in the Lease are currently being collected free thereof and without any violation of any law or other governmental regulation or requirement; (vii) the Lease contains no option to buy or right of first refusal with respect to an offer to sell the Mortgaged Property or any part thereof; (viii) Mortgagor has the sole and unconditional right and power to sell, assign, transfer and set over the Lease to Mortgagee and to confer upon Mortgagee the rights, interests, power and authority herein granted and conferred; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (vix) the amounts Lease is, by its express terms, unconditionally subject and subordinate to the lien of security deposits for each unit and tenancythis Mortgage or, in the case of the residential Leases, subject to the provisions of the Private Housing Finance Law.

Existing Leases. To Seller’s knowledge, (a1) the list of Existing Leases set forth in Exhibit “E” hereto is true and correct in all material respects, and except for the Seller’s Existing Leases there are no occupancy or other contracts for the possession of all or any part of the Seller’s Premises, (2) there are no unpaid installments of leasing or brokerage commissions that are payable after Closing with respect to the current term of such Existing Leases entered into prior to the date hereof, (3) except as expressly set forth in such Existing Leases, there are no unpaid landlord obligations for tenant improvements that are payable after Closing in connection with the current term of such Existing Leases entered into prior to the date hereof, (4) Seller represents has not given to Buyer any tenant nor received from any tenant any written notice of default that all existing apartment leases at the Property (the "Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant remains uncured under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge’s Existing Leases, except as respects may be set forth on Exhibit “E-1” and (5) no rental or monetary concessions have been granted to tenants not contained in such Existing Leases. Seller represents that (A) at the First Mortgagetime of Closing, Seller has shall have accepted no prepayment of rent under any of the sole right Seller’s Existing Leases (except for rental for the current month and payments that are required to collect be made in advance pursuant to the rents due under terms and provisions of such Existing Leases or as set forth on Exhibit “E-1” attached hereto), (B) at the time of Closing, Seller shall not have terminated any of such Existing Leases and that neither subsequent to the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During expiration of the Inspection PeriodPeriod by agreement with the tenant (except as permitted by the terms of any such Existing Lease or by reason of a default by the tenant thereunder or except for notices given to indicate the landlord’s intention not to permit the term of the lease to continue or be renewed for an additional term), Buyer shall have and (C) to Seller’s knowledge, the right to review and inspect copies of Seller’s Existing Leases previously delivered or made available to Buyer by or on behalf of Seller are true, correct and complete in all documents comprising the Leases and to make necessary copies thereofmaterial respects (including all material amendments thereto). Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall Except as set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates on Exhibit “E-2”, none of the Lease; and (iv) all allowancesProperties is subject to any affordable housing requirement, concessionsrestriction, free rent covenant or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancyagreement.

Existing Leases. To such Seller’s knowledge, (aA) the information with respect to the Existing Leases set forth in Exhibit “H” hereto is true, correct and complete in all material respects and (B) neither such Seller, nor any tenant under any Existing Lease, is in default under any Existing Lease. Such Seller has not given to any tenant any written notice of default under any of the Existing Leases that remains uncured. Such Seller represents that (1) at the time of the Applicable Closing, such Seller shall have accepted no prepayment of rent or other payments under any of the Existing Leases (except for rental for the current month and payments that are required to be made in advance pursuant to the terms and provisions of the Existing Leases) in advance for more than one month and no rent, prepaid rent, cash security deposit or security deposit in a form other than cash are held by such Seller, except the deposits described on Exhibit “J” and rent for the current month, (2) at the time of the Applicable Closing, such Seller shall not have terminated any of the Existing Leases by agreement with the tenant (except by reason of a default by the tenant thereunder or except for notices given to indicate the landlord’s intention not to permit the term of the lease to continue or be renewed for an additional term), (3) such Seller has or will deliver to Buyer that true, correct and complete in all existing apartment leases at the Property material respects (the "including all material amendments thereto) copies of all Existing Leases", (3) and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified except as disclosed on Exhibit E attached hereto. (b) Between “H”, the Contract Date and Existing Leases contain no free rent period, rental concession, rental abatement or other benefit granted to tenants under the Existing Leases which extend beyond the Applicable Closing Date, Seller shall perform (4) there are no options or cause rights to be performed all obligations of Seller renew, extend or terminate the landlord under Existing Leases or expand any Existing Lease premises, except as shown in the terms of Rent Roll and the Leases. , (c5) To no brokerage commission or similar fee is due or unpaid by such Seller with respect to any Existing Leases, and there are no written or oral agreements that will obligate Buyer, as such Seller’s assignee, to pay any such commission or fee under any Existing Leases or extension, expansion or renewal thereof, and (6) the best of Seller's knowledge, Seller warrants to Buyer that all the Existing Leases and any guaranties thereof are in full force and effect effect, and that are subject to no tenant under any defenses, setoffs or counterclaims for the benefit of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancy’s therunder.

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at the Property (the "Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (ci) To the best of Seller's knowledge, Seller warrants Exhibits C-1, C-2 and C-3 attached hereto are lists of each and every Lease affecting or encumbering all or a portion of the Office Space, Residential Space or EntelCom System, respectively, together with all Amendments thereof (such leases together with the Atrium Beverage Lease being hereinafter collectively referred to Buyer that all as the "Existing Leases"). (ii) To Seller's knowledge, Schedule "1" attached hereto is a Rent Roll (herein so called) of the Existing Leases, current through the date hereof, containing the following information for the Existing Leases where applicable: (1) the Tenant's name, (2) the suite, office or apartment number, (3) the approximate amount of square footage leased, (4) annual rent, (5) the amount of prepaid rental, (6) the amount of the security deposit, (7) the date of the Existing Lease, (8) any rent arrearages and (9) actual current rent with respect to such leased space as of the date of the Rent Roll. (iii) To Seller's knowledge, except as described on Schedule "2" attached hereto, (A) the Existing Leases are in full force and effect effect; (B) no Tenant has failed and that no tenant is continuing to fail to observe or perform any agreement, covenant or obligation under any of the Leases has any pending claim or basis for any claim for any reductionan Existing Lease, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications the payment of any sum due under an Existing Lease; and credit histories. (C) Seller warrants that to is not aware of any failure of Seller, which is continuing, in the best observance or performance of any agreement, covenant or obligation on the part of the landlord/lessor under an Existing Lease. (iv) To Seller's knowledge, except as set forth on Schedule "2" attached hereto, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information material disputes with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates any Tenant concerning any of the Lease; and (iv) all allowances, concessions, free rent Existing Leases presently existing or reduced rent payable thereunder; and threatened. (v) To Seller's knowledge, except for the amounts Tenants in the Hotel, Seller and the Managers, and except as set forth on Schedule "2" attached hereto, there are no Persons occupying space in the Property as tenants, subtenants or occupants other than the Tenants specifically named in the Existing Leases, employees and agents of security deposits for each unit and tenancysuch Tenants, and, in the case of ▇▇▇▇ ▇▇▇▇▇, who operates executive office suites on the fifth floor of the Office Center, licensees of ▇▇. ▇▇▇▇▇.

Existing Leases. (a) Seller represents All leases relating to Buyer that all existing apartment leases at or affecting the Property Premises are set forth on Exhibit “E” hereto, (the "“Existing Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto”). (b1) Between The information set forth on Exhibit “E” is true, correct and complete in all material respects; (2) at the Contract Date and the Closing Datetime of Closing, Seller shall perform or cause have accepted no prepayment of rent under any of the Existing Leases (except (i) with respect to the All Risks, Ltd. lease where the July 2004 rental payment has already been paid, and which will be credited to Purchaser in accordance with Section 7(a)(ii) and (ii) for rental for the current month and payments that are required to be performed all obligations of Seller or the landlord under made in advance pursuant to the terms and provisions of the Existing Leases. ), (c3) To at the best time of Closing, Seller shall not have terminated any of the Existing Leases by agreement with the tenant (except by reason of a default by the tenant thereunder), and (4) Seller has delivered to Buyer true and complete copies of those Existing Leases entered into during the period of Seller's ’s ownership of the Premises. Except as otherwise set forth in Exhibit “E”, to Seller’s knowledge, Seller warrants to Buyer that all (i) each of the Existing Leases are is in full force and effect and that on the terms set forth therein; (ii) no tenant under any of the Leases has asserted in writing or, to Seller’s knowledge, has any pending claim defense to, offsets or basis for any claim for any reduction, deduction or set off claims against the landlord rent payable by it or the rent due thereunder. Seller further warrants that to the best performance of Seller's knowledge, except as respects the First Mortgage, its other obligations under its Existing Lease; (iii) Seller has the sole right no outstanding obligation to collect the rents provide any tenant with an allowance to construct or to construct at its own expense, any tenant improvements; (iv) all tenant finish and brokerage commissions due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) of the name of each tenant residing in each unit number designationExisting Leases has been paid; (iiv) except as set forth in the apartment number(s) occupied by such tenantExisting Leases, no tenant is entitled to any rent concession; (iiivi) the commencement and termination dates of the Leaseno rents have been prepaid for more than one month in advance; and (ivvii) all allowances, concessions, free rent or reduced rent payable thereunder; Seller has delivered to Buyer true and (v) complete copies of those Existing Leases not entered into during the amounts period of security deposits for each unit and tenancySeller’s ownership of the Premises.

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at There are no leases, tenancies, subleases, licenses or other rights of occupancy or use for any part of the Property Property, except as listed on Schedule 5.1.4 attached hereto (the "“Existing Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto”). (b) Between Subject to the Contract Date obligations of PAID hereunder, PAID shall keep, observe and perform all of its obligations, as landlord, under all Existing Leases (as the same may be amended pursuant to the provisions of this Agreement) and shall, at its sole cost and expense, enforce both its rights under all such Existing Leases (including, with limitation, rights of termination, eviction and recapture of possession) and the Closing Date, Seller shall perform or cause performance by each of the tenants thereunder of all of their respective obligations to be kept, observed or performed all obligations of Seller or the landlord under the terms of the Leasesby each such tenant. (c) To PAID shall not modify or expand the best of Seller's knowledgeprovisions of, Seller warrants to Buyer that all or extend the Leases are in full force and effect and that no tenant under term of, any of the Existing Leases has without first obtaining the consent of Urban, or enter into new or replacement leases for all or any pending claim portions of the spaces covered by such Existing Leases upon the expiration or basis for any claim for any reductiontermination thereof, deduction it being understood that Urban may withhold its consent if the extension of a term or set off against the landlord a modification or expansion of a provision of an Existing Lease or the rent due thereundercreation of a new or replacement lease would either adversely affect Urban’s use, occupancy and enjoyment of any of the Properties or the operation of Urban’s businesses thereon or therefrom, and/or impair Urban’s ability to exercise any of its rights, options or privileges provided by this Agreement with respect to Buildings 3, 10, 25 and/or 41, all in Urban’s sole discretion. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein includingIn addition to, but not limited toin limitation of the foregoing, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each the DRPA Lease: (i) , PAID shall not consent to any change in tenancy, or to an assignment or a subletting, except to a DRPA Assignee or to a change in use thereunder except for DRPA Uses without first consulting with Urban to determine whether such PAID consent is required to be given under the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates provisions of the DRPA Lease; , and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) if it would impair any of Urban’s rights under the amounts of security deposits for each unit and tenancyROFO Agreement.

Existing Leases. With respect to those Leases listed on Exhibit "F" attached hereto and made a part hereof (the "Existing ▇▇▇▇▇▇ Leases"), as assigned by Evanston Insurance Company (an affiliate of Tenant) to Landlord, (a) Seller represents to Buyer that all existing apartment leases at Tenant acknowledges and accepts the Property (the "existence of such Existing ▇▇▇▇▇▇ Leases") , and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date acknowledges and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and agrees that neither the Existing ▇▇▇▇▇▇ Leases nor any rights of the right to collect the rents due tenants thereunder has been assignedshall alter, pledgeddiminish, hypothecated reduce or otherwise encumbered by Seller. During the Inspection Periodmodify any obligations of Tenant hereunder, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications obligations to pay Rent and credit histories. Seller warrants Additional Rent hereunder, notwithstanding that parties other than Tenant have occupancy rights under and pursuant to the best of Seller's knowledgeExisting ▇▇▇▇▇▇ Leases and the space demised thereby; (b) Tenant requests that Landlord permit Tenant to receive and retain the rights to receive the rent and other performance by the tenants under the Existing ▇▇▇▇▇▇ Leases, there are no amendmentsas if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby; (c) Landlord agrees that Tenant shall be entitled to receive and retain the rights to receive the rent and other performance by the tenants under the Existing ▇▇▇▇▇▇ Leases, modificationsas if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby; (d) Landlord agrees that Tenant shall be entitled to negotiate with, extensions take actions with respect to, and otherwise deal with such tenants under the Existing ▇▇▇▇▇▇ Leases, as if such Existing ▇▇▇▇▇▇ Leases constituted subleases permitted hereby, and, in connection therewith Landlord agrees that Landlord shall enter into any modification or renewals amendment of such Existing ▇▇▇▇▇▇ Leases that are as Tenant may direct Landlord in writing, subject to Landlord's review and approval thereof, which shall not reflected by such documents and Exhibit E. Exhibit E be unreasonably withheld, delayed or conditioned, (e) Tenant shall have no right to modify or amend any covenant set forth in any Existing ▇▇▇▇▇▇ Lease which would increase or impose any new (or extended) obligations on Landlord or on the following information with respect successor in title to each Lease: (i) any landlord or lessor thereunder, after the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates expiration of the Term of this Lease; , and (ivf) all allowances, concessions, free rent Landlord hereby relinquishes any rights to which Tenant is entitled under this Paragraph 10.04 during the Term or reduced rent payable thereunder; and (v) the amounts extended Term of security deposits for each unit and tenancythis Lease.

Existing Leases. (a) Subject to Section 8.1, other than the Leases listed in the Rent Roll, the Seller represents to Buyer that all existing apartment leases at the Property (the "Leases") and has not entered into any other rights written contract or agreement with respect to the use or occupancy of the apartments at Property that will be binding on the Property (Purchaser after the "Tenancies") Closing. The copies of the Leases and all tenant correspondence files heretofore delivered by the Seller to the Purchaser are identified on Exhibit E attached hereto. (b) Between true, correct and complete copies thereof, and such Leases have not been amended except as evidenced by amendments similarly delivered and constitute the Contract Date entire agreement between the Seller and the Closing Date, Seller shall perform or cause tenants thereunder. Except as otherwise set forth in the Rent Roll : (i) to be performed all obligations of Seller or the landlord under the terms Seller’s actual knowledge each of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are is in full force and effect and that no tenant under any of on the Leases has any pending claim or basis for any claim for any reduction, deduction or terms set off against the landlord or the rent due thereunder. Seller further warrants that forth therein; (ii) to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, ’s actual knowledge there are no amendmentsuncured defaults or circumstances which with the giving of notice, modifications, extensions the passage of time or renewals both would constitute a default thereunder by Seller; (iii) to the Seller’s actual knowledge each of such Leases that are not reflected by such documents its tenants is required to pay all sums and Exhibit E. Exhibit E shall perform all material obligations set forth therein without any concessions, abatements, offsets, defenses or other basis for relief or adjustment except as disclosed in the following information Property Documents; (iv) to the Seller’s actual knowledge, none of its tenants has asserted or has any defense to, offsets or claims against, rent payable by it or the performance of its other obligations under its Lease except as disclosed in the Property Documents; (v) except as disclosed in the Property Documents, the Seller has no outstanding obligation to provide any of its tenants with an allowance to perform, or to perform at its own expense, any tenant improvements; (vi) except as disclosed in the Property Documents, none of its tenants has prepaid any rent or other charges relating to the post-Closing period; (vii) except as disclosed in the Property Documents, to the Seller’s actual knowledge, none of its tenants has filed a petition in bankruptcy or for the approval of a plan of reorganization or management under the Federal Bankruptcy Code or under any other similar state law, or made an admission in writing as to the relief therein provided, or otherwise become the subject of any proceeding under any federal or state bankruptcy or insolvency law, or has admitted in writing its inability to pay its debts as they become due or made an assignment for the benefit of creditors, or has petitioned for the appointment of or has had appointed a receiver, trustee or custodian for any of its property, in any case that would have a material adverse effect on the business or operations of the Property; (viii) to the Seller’s actual knowledge except as disclosed in the Property Documents, none of its tenants under a Lease has in the past 12 months requested in writing a modification of its Lease, or a written release of its obligations under its Lease in any material respect or has given written notice terminating its Lease, or has been released by Seller of its obligations thereunder prior to the normal expiration of the term thereof; (ix) except as set forth in the Property Documents, no guarantor has been released or discharged, voluntarily or involuntarily, or by operation of law, from any obligation under or in connection with any of its Leases or any transaction related thereto; and (x) except as disclosed in the Property Documents, all brokerage commissions currently due and payable with respect to each Lease: (i) of its Leases have; been paid. The information set forth in the name of each tenant residing Rent Roll is true, correct and complete in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancymaterial respects.

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at the Property (the "Leases") and any other rights to the use or occupancy of the apartments at the Property (the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that (1) the list of Existing Leases set forth in Exhibit "C" hereto is true and correct in all material respects, (2) the Existing Leases are in full force and effect and non of them has been modified, amended or extended, (3) there are no security deposits or other deposits other than those set forth in the Rent Roll, (4) there are no unpaid installments of leasing or brokerage commissions that are payable after Closing with respect to the current term of Existing Leases entered into prior to the date hereof, (5) except as expressly set forth in the Existing Leases, there are no unpaid landlord obligations for tenant improvements that are payable after Closing in connection with the current term of Existing Leases entered into prior to the date hereof, (6) Seller has not given to any tenant nor received from any tenant any written notice of default that remains uncured under any of the Existing Leases, (7) no rental or monetary concessions have been granted to tenants not contained in the Existing Leases, (8) no tenant, or any other person, entity or association has an option to purchase, right of first refusal, right or first offer or other similar right in respect of all or any unit of the Premises, (9) no action or proceeding instituted against Company by any tenant of any unit in the Premises is presently pending, and (10) no uncompleted work (outside the ordinary course of the operation of the Premises) with respect to any part of the Premises demised under any of the Existing Leases has any pending claim or basis for any claim for any reduction, deduction or set off against to be performed by Seller will remain incomplete after the landlord or the rent due thereundertime of Closing. Seller further warrants represents that (A) at the time of Closing, Seller shall have accepted no prepayment of rent under any of the Existing Leases (except for rental for the current month and payments that are required to be made in advance pursuant to the best terms and provisions of the Existing Leases), (B) at the time of Closing, Seller shall not have terminated any of the Existing Leases subsequent to the expiration of the Inspection Period by agreement with the tenant (except as permitted by the terms of any such Existing Lease or by reason of a default by the tenant thereunder or except for notices given to indicate the landlord's intention not to permit the term of the lease to continue or be renewed for an additional term), and (C) to Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have the right to review and inspect copies of the Existing Leases previously delivered or made available to Buyer by or on behalf of Seller are true, correct and complete in all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect material respects (including all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancymaterial amendments thereto).

Existing Leases. (a) Seller represents to Buyer that all existing apartment leases at rent due from tenants of the Property (Building is not in arrears on the date hereof. Other than the Leases listed on Exhibit "Leases") and G" attached hereto, Seller has not entered into any other rights contract or agreement with respect to the use or occupancy of the apartments at Property or any portion or portions thereof which will be binding on Purchaser or the Property (after the "Tenancies") are identified on Exhibit E attached hereto. (b) Between the Contract Date and the Closing Date, Seller shall perform or cause to be performed all obligations of Seller or the landlord under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force and effect and that no tenant under any Closing. The copy of the Leases has any pending claim heretofore delivered or basis for any claim for any reductionmade available by Seller to Purchaser are a true, deduction or set off against correct and complete copies thereof, and the landlord or Leases have not been amended except as evidenced by amendments similarly delivered and listed on Exhibit "G" attached hereto and constitute the rent due entire agreement between Seller and the tenant thereunder. Seller further warrants that to the best of To Seller's knowledge, except as respects the First Mortgageset forth in Exhibit "I" attached hereto, Seller has not given or received any written notice of any party's default or failure to comply with the sole right to collect the rents due under terms and provisions of the Leases which remains uncured. Seller is the landlord under each of the leases and that neither the Leases nor the right to collect the rents due thereunder has been not assigned, mortgaged, pledged, sublet, hypothecated or otherwise encumbered any of its rights or interests under any of the leases in a manner which will survive the Closing. The security deposits delivered by Sellereach tenant under Leases are as set forth in Exhibit "G". During the Inspection PeriodNo tenant has paid any rents more than one (1) month in advance. Except as set forth in Exhibit "G", Buyer shall have the right no tenant is entitled to review and inspect copies any free rent, abatement of all documents comprising the Leases and to make necessary copies thereofrent or similar concession. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that Anything to the best of Seller's knowledgecontrary contained in this sub-section (e) notwithstanding, there are no amendmentswith regard to the License Agreement and Permit to Enter Upon Premises, modificationseach dated June 26, extensions or renewals of such Leases that are 2003, between Seller and The Long Island Rail Road Company listed on Exhibit G attached hereto, Seller is not reflected by such documents landlord but rather licensee, and Exhibit E. Exhibit E Seller shall set forth the following information with respect continue to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement be licensee thereunder, and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancysaid instruments shall not be assigned to Purchaser.

Existing Leases. During the period from the expiration of the Inspection Period through Closing (aor earlier termination of this Agreement or default by Buyer hereunder), Seller shall not enter into new leases for portions of the Premises now vacant or for portions of the Premises which may become vacant, or enter into any amendments of any Existing Leases or consent to any renewals, extensions or expansions of Existing Leases or agree to any rental concessions (other than (i) Seller represents those to Buyer that all existing apartment which the tenant is entitled pursuant to the terms of the Existing Leases, (ii) those for which the rent is greater than the rent shown on the Rent Roll (as hereinafter defined) for the applicable unit, (iii) the following rental concessions: 10% discounts for law enforcement officers, 5% discount for teachers, 5% discount for hospital personnel, and 3% discount for senior citizens (such discounts are taken off market rent, on one year leases at the Property (the "Leases") only and cannot be combined with any other rights discount or concession), so long as not more than twenty (20) new leases subject to such concessions are executed after the use or occupancy expiration of the apartments at the Property Inspection Period, and (the "Tenancies"iv) those rental concessions which are identified on Exhibit E attached hereto. (b) Between the Contract Date and paid by Seller prior to the Closing Date, Seller shall perform and in all events using forms substantially the same as those used for the Existing Leases) without first submitting such a copy of such proposed lease or cause lease amendment (including any renewal, extension or expansion as to be performed all obligations of Seller or which the landlord under the terms of the Leases. (clessor's consent is required) To the best of Seller's knowledge, Seller warrants to Buyer that for Buyer's approval. If Buyer does not disapprove in writing such a proposed lease or amendment (or renewal, extension or expansion agreement) within five (5) business days of Buyer's receipt of a copy thereof, Buyer shall be deemed to have approved the proposed lease or amendment (or renewal, extension or expansion agreement). All such new leases and modifications approved or deemed approved by Buyer (and renewals, extensions or expansions approved or deemed approved by Buyer or as to which the lessor's consent is not required), all the Leases are in full force and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that new leases entered into prior to the best expiration of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, and the presently existing leases that are listed on Exhibit "C" hereto are collectively herein called the "Existing Leases". The termination or expiration of any of the Existing Leases prior to Closing shall not excuse Buyer shall have the right from its obligation to review and inspect copies of all documents comprising the Leases complete Closing and to make necessary copies thereof. Buyer shall also have pay the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancyfull Purchase Price.

Existing Leases. Notwithstanding the provisions of Section 4.1 above, Seller has disclosed to Buyer the existence of the following two leases with third party tenants for space in Building A: (a) Seller represents a lease to Buyer the Orange County Bar Association ("OCBA") for 7425 square feet of space on the first floor of Building A for a term that all existing apartment leases at the Property expires on November 30, 2007, with no option to extend (the "LeasesOCBA Lease"), and (b) and any other rights a lease to ▇▇▇▇▇▇▇ & Associates for 1420 square feet of space on the use or occupancy 4th floor of the apartments at the Property Building A for a term that expires on May 31, 2006, with no option to extend (the "TenanciesAA Lease") are identified on Exhibit E attached hereto. (b) Between the Contract Date ). The OCBA Lease and the Closing AA Lease are referred to as the "Existing Leases" and the tenants thereunder are referred to as the "Existing Tenants." Prior to the Due Diligence Expiration Date, Seller shall perform or cause deliver to Buyer a true and complete copy of each of the Existing Leases. As of the Closing and at Seller’s option, either (i) Seller shall have caused the Existing Leases to be performed all obligations of terminated and the Existing Tenants to vacate Building A, or (ii) Seller shall remain as the lessor to the Existing Leases as a direct lease between Seller and the Existing Tenants and as a sublease to the Lease for Building A , or (iii) Buyer shall assume the landlord Seller’s interest in the Existing Leases as a direct lease between Buyer and the Existing Tenants. If clause (ii) above is applicable to an Existing Lease, then such Existing Lease shall be considered as a sublease between Seller and the Existing Tenant, and except as provided below, Seller shall be solely responsible for the Existing Lease as a sublease under the terms of the Leases. (c) To the best of Seller's knowledge, Seller warrants to Buyer that all the Leases are in full force Lease for Building A and effect and that no tenant under any of the Leases has any pending claim or basis for any claim for any reduction, deduction or set off against the landlord or the rent due thereunder. Seller further warrants that to the best of Seller's knowledge, except as respects the First Mortgage, Seller has the sole right to collect the rents due under the Leases and that neither the Leases nor the right to collect the rents due thereunder has been assigned, pledged, hypothecated or otherwise encumbered by Seller. During the Inspection Period, Buyer shall have no obligations or liabilities in connection with the right to review and inspect copies of all documents comprising the Leases and to make necessary copies thereof. Buyer shall also have the right to review and inspect all Tenants' files and documents therein including, but not limited to, applications and credit histories. Seller warrants that to the best of Seller's knowledge, there are no amendments, modifications, extensions or renewals of such Leases that are not reflected by such documents and Exhibit E. Exhibit E shall set forth the following information with respect to each Lease: (i) the name of each tenant residing in each unit number designation; (ii) the apartment number(s) occupied by such tenant; (iii) the commencement and termination dates of the Lease; and (iv) all allowances, concessions, free rent or reduced rent payable thereunder; and (v) the amounts of security deposits for each unit and tenancy.Existing