Common use of Operation of the Property Clause in Contracts

Operation of the Property. (a) From the date of this Agreement until the earlier of the date of expiration of the General Contingency Period or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (B) Seller shall not make any material alterations or changes to the Property, except in the ordinary course of business and following written notice to Buyer; (C) Seller shall not enter into any new agreements or contracts affecting the Property except following written notice to Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except in the ordinary course of business and following written notice to Buyer; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest therein. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (B) Seller shall not make any material alterations or changes to the Property; (C) Seller shall not enter into any new agreements or contracts affecting the Property without the written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest therein.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; written approval, which may be withheld in Buyer’s sole and absolute discretion, no Seller Party shall directly or indirectly (Bi) Seller shall not make sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the date which is five days prior to the end of the Inspection Period and in Buyer’s sole and absolute discretion thereafter, no Seller Party shall enter into any new (or extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property or which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, (i) prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days notice to Buyer; (C) Seller shall not enter into any new agreements or contracts affecting from the owner of the Property except following written notice to Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except and is disclosed promptly in the ordinary course of business and following written notice writing to Buyer; and (Fii) Seller shall not sell, transfer, convey or encumber, or cause or permit may enter new Tenant Leases pursuant to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinSection 8.1(c). (bc) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with SellerWithout Buyer’s prior management of the Property; written approval, which may be withheld in Buyer’s sole and absolute discretion, no Seller Party shall (Bi) Seller shall not make any material alterations or changes to the Property; (C) Seller shall not enter into any new lease (each, a “New Lease”) for any portion of the Property, (ii) terminate the Tenant Lease, or (iii) extend, amend, renew or replace the Tenant Lease, expand the space leased by a Tenant thereunder or grant any voluntary consent under the Tenant Lease (each, a “Lease Renewal”). If Seller desires to enter into a New Lease or Lease Renewal after the Effective Date, it shall give written notice (the “New Lease Request”) to Buyer and include the following information and documents with such New Lease Request: (i) the name of the proposed or existing Tenant, (ii) identification of the portion of the Property that is the subject of the New Lease or Lease Renewal, (iii) a summary of the material terms of the New Lease or Lease Renewal, including base rent, reimbursement of operating expenses, security deposit, guaranties or other credit enhancement, concessions, proposed tenant improvements and tenant improvement allowance, term, renewal options, early termination rights, permitted uses, and exclusive rights, (iv) a copy of the proposed New Lease or Lease Renewal and all exhibits thereto, and (v) financial information regarding the proposed or existing Tenant. If Buyer fails to respond to any New Lease Request within 5 Business Days after receipt thereof, Buyer shall be deemed to have denied the request to enter into such New Lease or Lease Renewal. Notwithstanding the foregoing, Buyer acknowledges that Seller is currently negotiating the First Amendment and that, prior to the Closing Date, Seller shall be permitted to enter into the First Amendment substantially in the form attached hereto as Exhibit D and containing either the Option A Terms or the Option B Terms and otherwise in a form acceptable to Buyer in Buyer’s sole and absolute discretion. From and after the Effective Date, Seller shall keep Buyer reasonably informed as to the progress of such negotiations and shall supply Buyer with copies of any drafts of the First Amendment as and when exchanged, for Buyer’s review and approval. Buyer shall promptly review and provide to Seller, with reasonably detailed specificity, any objections and comments to any drafts of the First Amendment submitted to it by Seller and shall otherwise reasonably cooperate with Seller in connection with the review and approval of the First Amendment. Seller shall incorporate such Buyer’s comments prior to submitting any drafts of the First Amendment to Tenant. In the event Seller and Tenant have agreed upon the final form of the First Amendment, Seller shall submit the same to Buyer for approval, which approval may be withheld in Buyer’s sole and absolute discretion; provided, however, Buyer acknowledges that it has previously approved the form of the First Amendment attached hereto as Exhibit D and the Option A Terms or the Option B Terms. If Buyer fails to respond to any draft of the First Amendment (including the final draft) within 5 Business Days after receipt thereof, Buyer shall be deemed to have approved such draft. Upon Buyer’s approval of the First Amendment, the parties hereto shall acknowledge in writing the final form of the First Amendment. Seller shall deliver to Buyer a copy of the executed First Amendment promptly following execution and delivery thereof. Prior to Closing, Seller shall fully and finally (x) pay all First Amendment Costs and (y) complete, and pay for, all First Amendment TI. The parties acknowledge that the First Amendment may be executed simultaneously with or just prior to the Closing. (d) Seller shall remove the Property from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or contracts affecting disposition of any or all of the Property, or any interest therein, or sell, contribute or assign any interest in the Property. (e) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with Seller’s past practice and all applicable Laws. Seller shall maintain and/or cause Personality and Handcraft to maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) No Seller Party shall remove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, fixtures or services fail between the Effective Date and the Closing Date, Seller shall be responsible for the repair or replacement of such equipment, fixtures or services with a new unit of similar size and quality, or at Buyer’s option, Seller shall give Buyer an equivalent credit towards the Purchase Price at the Closing. (g) No Seller Party shall accept any rent from any Tenant (or any new tenant under any new lease permitted pursuant to the terms hereof) for more than 1 month in advance of the payment date. Other than actions against a Tenant that do not seek eviction, No Seller Party shall commence or allow to be commenced on its behalf any action, suit or proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; (D) Seller Buyer. The provisions of this Section 8.1 shall continue to perform all of its material obligations under survive the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinClosing.

Operation of the Property. (a) From Following the date of this Agreement Effective Date until the earlier of the date of expiration of the General Contingency Period or termination of this Agreement: (A) Closing Date, Seller shall manage continue to operate, maintain and repair the Property in a manner consistent with Seller’s prior management of the Property; (B) Seller shall not make any material alterations or changes to the Property, except in the ordinary course of business and following consistent with the Seller’s operation, maintenance and repair prior to the Effective Date. Following the Effective Date, without the prior written notice to consent of Buyer; (C) Seller , which consent shall not enter into any new agreements be unreasonably withheld, conditioned, or contracts affecting the Property except following written notice to Buyer; (D) Seller delayed and which consent shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except be deemed granted in the ordinary course of business and following event that Buyer fails to respond to a written notice to Buyer; and request for its consent within two (F2) Business Days, Seller shall may not sell, transfer, convey or encumber, or cause make or permit to be sold, transferred, conveyed made any material alterations to or encumbered, upon the Property unless the same is expressly permitted or required to be made pursuant to the terms of the Lease (provided, however, Buyer’s consent shall not be required for and Seller shall be able to make repairs or other work of an emergency nature, as required by law, or as required under any part thereof or interest thereinLease, provided that Seller shall notify Buyer of such work as soon as practicable). (b) From Seller agrees that following the date of expiration Effective Date until the Closing Date, Seller shall: (i) continue to perform in all material respects its obligations as landlord under the Leases; (ii) not make any commitment or incur any liability to any labor union, through negotiations or otherwise with respect to the Property; and (iii) maintain in full force and effect the Seller’s current insurance for the Property, in substantially the same form as currently maintained. (c) Following the Effective Date, Seller shall not, directly or indirectly (i.e., through any representative, agent or otherwise), solicit or entertain offers from any person other than Buyer, related to the acquisition of the General Contingency Period Property until the earlier to occur of the Close of Escrow or termination of following: (i) the date Buyer terminates this Agreement: , or (Aii) the date Buyer defaults under its obligations hereunder and Seller terminates this Agreement. (d) Promptly after receipt, Seller shall manage provide Buyer with true and complete copies of any written notices that Seller receives from any governmental authority with respect to (i) any special assessments or proposed increases in the Property in a manner consistent with Seller’s prior management valuation of the Property; (Bii) Seller shall not make any material alterations condemnation or changes to the Property; (C) Seller shall not enter into any new agreements or contracts eminent domain proceedings affecting the Property without the written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part portion thereof; or (iii) any material violation of any environmental law or any zoning, health, fire, safety or other law, regulation or code applicable to the Property. In addition, Seller shall deliver or cause to be delivered to Buyer, promptly upon the giving or receipt thereof by Seller, true and complete copies of any written notices of default or interest thereinpotential default given or received by Seller under any of the Leases or Permits or any of the Contracts. (e) Seller will advise Buyer promptly of any suit, action, arbitration, or legal or other proceeding or governmental investigation which is filed after the Effective Date and which concerns or affects Seller or the Property, other than any such matters (such as slip and fall and similar claims) that are covered by Seller’s insurance.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the PropertyProperty during the term of this Agreement. This Section shall not prevent Seller from encumbering the Property with a lien or mortgage that will be removed at Closing without the approval of Buyer. (b) Without Buyer’s prior written approval, except which may be withheld in Buyer’s reasonable discretion prior to the ordinary course date which is five days prior to the end of business the Inspection Period and following written notice to in Buyer; (C) ’s sole and absolute discretion thereafter, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, (i) prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except ’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days notice from the owner of the Property and is disclosed promptly in writing to Buyer; and (Fii) Seller may enter new Tenant Leases pursuant to Section 8.1(c). (c) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the date which is five days prior to the end of the Inspection Period and in Buyer’s sole and absolute discretion thereafter, Seller shall not (i) enter into any new lease (each, a “New Lease”) for any portion of the Property, (ii) terminate any existing Tenant Lease, or (iii) extend, amend, renew or replace any Tenant Lease or expand the space leased by a Tenant thereunder (each, a “Lease Renewal”). If Seller desires to enter into a New Lease or Lease Renewal after the Effective Date, it shall give written notice (the “New Lease Request”) to Buyer and include the following information and documents with such New Lease Request: (i) the name of the proposed or existing Tenant, (ii) identification of the portion of the Property that is the subject of the New Lease or Lease Renewal, (iii) a summary of the material terms of the New Lease or Lease Renewal, including base rent, reimbursement of operating expenses, security deposit, guaranties or other credit enhancement, concessions, proposed tenant improvements and tenant improvement allowance, term, renewal options, early termination rights, permitted uses, and exclusive rights, (iv) a copy of the proposed New Lease or Lease Renewal and all exhibits thereto, and (v) financial information regarding the proposed or existing Tenant. If Buyer fails to respond to any New Lease Request within 5 Business Days after receipt thereof, Buyer shall be deemed to have denied the request to enter into such New Lease or Lease Renewal. (d) Seller may continue to market for sale, and solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or disposition of any or all of the Property, or any interest therein, so long as all such negotiations are expressly subject to the terms and conditions of this Agreement. (e) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with Seller’s past practice and all applicable Laws. Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) Seller shall not sellremove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, transferfixtures or services fail between the Effective Date and the Closing Date, convey Seller shall be responsible for the repair or encumberreplacement of such equipment, fixtures or services with a new unit of similar size and quality, or cause or permit to be soldat Buyer’s option, transferred, conveyed or encumbered, Seller shall give Buyer an equivalent credit towards the Property or any part thereof or interest thereinPurchase Price at the Closing. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (Bg) Seller shall not make accept any material alterations rent from any Tenant (or changes any new tenant under any new lease permitted pursuant to the Property; (Cterms hereof) for more than 1 month in advance of the payment date. Other than actions against a Tenant that do not seek eviction, Seller shall not enter into commence or allow to be commenced on its behalf any new agreements action, suit or contracts affecting proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinBuyer.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the ordinary course date which is five days prior to the end of business the Inspection Period and following written notice to in Buyer; (C) ’s sole and absolute discretion thereafter, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice or which would be binding upon Buyer upon and/or after its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, (i) prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except ’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days’ notice from the owner of the Property and is disclosed promptly in writing to Buyer; and (Fii) Seller may enter new Tenant Leases pursuant to Section 8.1(c). (c) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the date which is five days prior to the end of the Inspection Period and in Buyer’s sole and absolute discretion thereafter, Seller shall not (i) enter into any new lease (each, a “New Lease”) for any portion of the Property, (ii) terminate any existing Tenant Lease, or (iii) extend, amend, renew or replace any Tenant Lease or expand the space leased by a Tenant thereunder (each, a “Lease Renewal”). If Seller desires to enter into a New Lease or Lease Renewal after the Effective Date, it shall give written notice (the “New Lease Request”) to Buyer and include the following information and documents with such New Lease Request: (i) the name of the proposed or existing Tenant, (ii) identification of the portion of the Property that is the subject of the New Lease or Lease Renewal, (iii) a summary of the material terms of the New Lease or Lease Renewal, including base rent, reimbursement of operating expenses, security deposit, guaranties or other credit enhancement, concessions, proposed tenant improvements and tenant improvement allowance, term, renewal options, early termination rights, permitted uses, and exclusive rights, (iv) a copy of the proposed New Lease or Lease Renewal and all exhibits thereto, and (v) financial information regarding the proposed or existing Tenant. If Buyer fails to respond to any New Lease Request within 5 Business Days after receipt thereof, Buyer shall be deemed to have denied the request to enter into such New Lease or Lease Renewal. (d) Seller shall remove the Property from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or disposition of any or all of the Property, or any interest therein, or sell, contribute or assign any interest in the Property. (e) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with Seller’s past practice and all applicable Laws. Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) Seller shall not sellremove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, transferfixtures or services fail between the Effective Date and the Closing Date, convey Seller shall be responsible for the repair or encumberreplacement of such equipment, fixtures or services with a new unit of similar size and quality, or cause or permit to be soldat Buyer’s option, transferred, conveyed or encumbered, Seller shall give Buyer an equivalent credit towards the Property or any part thereof or interest thereinPurchase Price at the Closing. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (Bg) Seller shall not make accept any material alterations rent from any Tenant (or changes any new tenant under any new lease permitted pursuant to the Property; (Cterms hereof) for more than 1 month in advance of the payment date. Other than actions against a Tenant that do not seek eviction, Seller shall not enter into commence or allow to be commenced on its behalf any new agreements action, suit or contracts affecting proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinBuyer.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in the ordinary course of business Buyer’s sole and following written notice to Buyer; (C) absolute discretion, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice or which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except ’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days’ notice from the owner of the Property and is disclosed promptly in writing to Buyer; . (c) Without Buyer’s prior written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not (Fi) enter into any new lease for any portion of the Property, (ii) terminate the Tenant Lease, or (iii) extend, amend, renew or replace the Tenant Lease. (d) Seller shall remove the Property from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or disposition of any or all of the Property, or any interest therein, or sell, contribute or assign any interest in the Property. (e) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with the Tenant Lease and all applicable Laws. Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) Seller shall not sellremove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, transferfixtures or services fail between the Effective Date and the Closing Date, convey Seller shall be responsible for the repair or encumberreplacement of such equipment, fixtures or services with a new unit of similar size and quality, or cause or permit to be soldat Buyer’s option, transferred, conveyed or encumbered, Seller shall give Buyer an equivalent credit towards the Property or any part thereof or interest thereinPurchase Price at the Closing. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (Bg) Seller shall not make accept any material alterations rent from Tenant (or changes any new tenant under any new lease permitted pursuant to the Property; (Cterms hereof) for more than 1 month in advance of the payment date. Other than actions against Tenant that does not seek eviction, Seller shall not enter into commence or allow to be commenced on its behalf any new agreements action, suit or contracts affecting proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinBuyer.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of Closing or the General Contingency Period or termination of this Agreement: , Seller undertakes and agrees (Aand shall cause each Facility Owner to comply with) the following: (a) Seller shall manage perform, or cause to be performed, its obligations relating to the Property in a manner consistent Assets (including under the Existing Leases), including to pay (or cause to be paid) prior to delinquency, all amounts due with Sellerrespect to the Existing Loans. (b) Subject to Sections 16(c) and 16(d), without Purchaser’s prior management of the Property; (B) written approval, which may be withheld in Purchaser’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, assign, transfer or otherwise dispose of all or any material alterations or changes to portion of the PropertyAssets, except for Personal Property replaced in the ordinary course of business and following business, or (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability to be placed of record against the Property (other than the Permitted Exceptions). (c) Without Purchaser’s prior written notice to Buyer; (C) approval, which approval will not be unreasonably withheld, conditioned or delayed, Seller shall not (and shall not cause or permit any Facility Owner to) enter into any new agreements (or contracts extend, terminate, amend, renew or replace any) agreement, service contract, employment contract, permit or obligation affecting the Facilities or the other Property except following written notice or which would be binding upon Purchaser or the Facilities (or any other Property) upon or after the consummation of the transactions contemplated by this Agreement, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to Buyerthe inclusion of the Property into any special district; (D) provided, however, Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate may enter into service or otherwise modify the Contracts, except similar contracts without Purchaser’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than thirty (30) days’ notice from the owner of the Property and is disclosed promptly in writing to Buyer; and Purchaser. (Fd) Subject to the rights of Existing Tenant under the Existing Leases, Seller shall not, without the prior written consent of Purchaser, dispose of the Assets or any portion thereof or enter into any lease or modify any of the Existing Leases except as set forth in the Existing Lease Termination Documents. (e) Until the expiration or sooner termination of this Agreement, Seller shall remove the Assets (including all of the Facilities) from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or disposition of any or all of the Assets, or any interest therein, or sell, transferassign, convey transfer or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, otherwise dispose of the Property Assets or any part portion thereof or interest therein. (bf) From [Intentionally Deleted] (g) Seller shall not direct or cause Existing Tenant to terminate insurance in place as of the date Effective Date with respect to the Facilities and the other Property. (h) Seller shall not direct or cause Existing Tenant to remove any material item of Personal Property from the Real Property except as permitted under the Existing Lease. (i) [Intentionally Deleted] (j) Seller shall not accept any rent from Existing Tenant for more than one (1) month in advance of the payment date. (k) Subject to the rights of Existing Tenant, Seller shall not commence or allow to be commenced on its behalf any action, suit or proceeding with respect to all or any portion of the Assets without the prior written consent of Purchaser, which (i) prior to the expiration of the General Contingency Period until Inspection Period, shall not be unreasonably withheld, and (ii) after the expiration of the Inspection Period, may be withheld in Purchaser’s sole discretion. (l) Subject to the rights of Existing Tenant, Seller and Facility Owner shall not (with respect any Facility Owner or any Facility), without the prior written consent of Purchaser, which (i) prior to the expiration of the Inspection Period, shall not be unreasonably withheld, and (ii) after the expiration of the Inspection Period, may be withheld in Purchaser’s sole discretion: (A) make any acquisitions or dispositions; (B) settle litigation; or (C) allow intellectual property protections to lapse. (m) Until the earlier of Closing or the Close of Escrow or termination of this Agreement: , Seller shall notify Purchaser in writing promptly upon learning or receiving notice, whichever first occurs, of: (i) Any event, transaction or occurrence prior to Closing which would or could materially and adversely affect any Facility Owner or any portion of the Property or the ownership, use, operation, repair or maintenance of any portion of the Property unless resulting from a failure of Existing Tenant to perform its obligations under the Existing Lease; and (ii) Seller’s breach of any of its representations, warranties or covenants in this Agreement, or any fact or event which would make (A) any of the representations or warranties of Seller contained in this Agreement untrue or misleading in any material respect or (B) any covenant or agreement of Seller under this Agreement incapable of being performed. At any time prior to Closing and after the occurrence of any of the events described in this Section 16 or receipt by Purchaser of notice from Seller that any of the events described in this Section 16 have occurred and ten (10) days has elapsed from the date such events first occurred without Seller effecting a cure, Purchaser shall have the option to terminate this Agreement, in which case Escrow Agent shall return the Deposit to Purchaser, Seller shall manage pay one-half of all cancellation charges, if any, of Escrow Agent and Title Company, and the Property Parties shall have no further obligations or liabilities under this Agreement (other than the Surviving Obligations). Further, to the extent Seller breaches any of the covenants in a manner consistent with Seller’s prior management this Section 16, and that breach will materially adversely affect any Facility Owner or the ownership, use, operation, repair or maintenance of any part of the Property; (B) Seller , Purchaser shall not make any material alterations or changes be entitled to the Property; (C) Seller shall not enter into any new agreements or contracts affecting the Property without the written consent of Buyer first obtained; (D) Seller shall continue to perform all of the rights and remedies set forth in Section 18, it being expressly understood that Seller’s obligation to provide information to Purchaser under this Section 16 will not relieve Seller of any liability for a breach by Seller of any of its material obligations representations, warranties, covenants or agreements under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinthis Agreement.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of Closing or the General Contingency Period or termination of this Agreement: , Seller undertakes and agrees as follows: (Ai) Seller shall manage the Property in a manner consistent pay (or cause to be paid) prior to delinquency, all mortgages, real property and personal property taxes, assessments and other levies which become due and payable with Seller’s prior management of respect to the Property; . (Bii) Seller shall not make voluntarily (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except as otherwise permitted herein, or (ii) cause any mortgage or deed of trust to be placed of record against the Property. (iii) Without Buyer's prior written approval, which may be withheld in the ordinary course of business Buyer's sole and following written notice to Buyer; (C) absolute discretion, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to Buyerthe inclusion of the Property into any special district; provided, however, (Di) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate may enter into service or otherwise modify the Contracts, except similar contracts without Buyer's approval if such contract is entered into in the ordinary course of Seller's business and following written is terminable without penalty or premium 4815-0899-8962.7 22484/0204 on not more than 30 days’ notice from the owner of the Property and is disclosed promptly in writing to Buyer; and (Fii) Seller may enter new Leases pursuant to Section 4(c)(iv). (iv) Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as of the Effective Date. (v) Seller shall not sellremove any material item of Personal Property from the Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. (vi) Seller shall not commence or allow to be commenced on its behalf any action, transfersuit or proceeding with respect to all or any portion of the Property without the prior written consent of Buyer. (vii) Seller shall maintain the Property in its present condition, convey ordinary wear and tear and casualty excepted. Until the earlier of Closing or encumberthe termination of this Agreement, Seller agrees to notify Buyer in writing promptly upon learning or receiving notice, whichever first occurs, of: (i) Seller's material breach of any of its representations, warranties or covenants in this Agreement, or cause any fact or permit to be soldevent which would make (i) any of the representations or warranties of Seller contained in this Agreement untrue or misleading in any material respect or (ii) any covenant or agreement of Seller under this Agreement incapable or substantially less likely of being performed; (ii) Any damage or destruction (excluding normal wear and tear), transferredor any taking by condemnation or eminent domain (or any threat thereof), conveyed or encumbered, of the Property or any part thereof or interest therein.thereof; and (biii) From the date Any written notice of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (B) Seller shall not make violation from any material alterations or changes to the Property; (C) Seller shall not enter into any new agreements or contracts affecting the Property without the written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereingovernmental authority.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the ordinary course date which is five days prior to the end of business the Inspection Period and following written notice to in Buyer; (C) ’s sole and absolute discretion thereafter, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice or which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to Buyer; (D) Seller shall continue to perform all the inclusion of its material obligations under the Contracts; (E) Seller shall not Property into any special district or amend, modify terminate the Arctic Lease; provided, however, prior to expiration of the Inspection Period, Seller may enter into service or otherwise modify the Contracts, except similar contracts without Buyer’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days notice from the owner of the Property and is disclosed promptly in writing to Buyer; . Notwithstanding the preceding, Seller has informed Buyer that Tenant and Seller have agreed in concept and Seller will work in good faith to amend Section 4(b) of the Arctic Lease (FAdditional Rent Based on Real Estate Taxes) prior to Closing to reflect that Tenant will be responsible for 100% of the real estate taxes in connection with Folio: 22-2032-012-0030, provided that Tenant shall not be responsible for any of the real estate taxes in connection with Folio: 22-2032-012-0060 (any such amendment approved by Buyer, the “Arctic Lease Amendment”). Prior to entering into the Arctic Lease Amendment, Seller shall not sell, transfer, convey or encumber, or cause or permit provide a draft thereof to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinBuyer for Buyer’s review and approval and Seller shall incorporate such reasonable comments of Buyer thereto. (bc) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with SellerWithout Buyer’s prior management of the Property; (B) Seller shall not make any material alterations or changes to the Property; (C) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not enter into any new agreements or contracts affecting lease for any portion of the Property without the written consent of Buyer first obtained; Property. (D) Seller shall continue to perform all of its material obligations under the Contracts; (Ed) Seller shall not amendaccept or enter into any agreements with respect to the sale or disposition of any or all of the Property, terminate or any interest therein, or sell, contribute or assign any interest in the Property, provided that the foregoing shall not prohibit Seller from marketing the Property prior to the expiration of the Inspection Period. (e) Seller shall, except as otherwise modify provided in this Agreement, operate and maintain the Contracts without Property in accordance with Seller’s past practice and all applicable Laws. Seller (or its Tenant) shall maintain all casualty and liability insurance in place as of the written consent Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) Except as expressly required under the Arctic Lease, Seller shall not remove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, fixtures or services fail between the Effective Date and the Closing Date, Seller or Tenant (in accordance with the Arctic Lease shall be responsible for the repair or replacement of such equipment, fixtures or services with a new unit of similar size and quality, or at Buyer’s option, if Seller or Tenant do not replace or repair such equipment, then Seller shall give Buyer first obtained; and an equivalent credit towards the Purchase Price at the Closing. (Fg) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, accept any rent from Tenant for more than 1 month in advance of the Property or any part thereof or interest thereinpayment date.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the ordinary course date which is five days prior to the end of business the Inspection Period and following written notice to in Buyer; (C) ’s sole and absolute discretion thereafter, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice or which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, (i) prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except ’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days notice from the owner of the Property and is disclosed promptly in writing to Buyer; and (Fii) Seller may enter new Tenant Leases pursuant to Section 8.1(c). (c) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the date which is five days prior to the end of the Inspection Period and in Buyer’s sole and absolute discretion thereafter, Seller shall not (i) enter into any new lease (each, a “New Lease”) for any portion of the Property, (ii) terminate any existing Tenant Lease, or (iii) extend, amend, renew or replace any Tenant Lease or expand the space leased by a Tenant thereunder (each, a “Lease Renewal”). If Seller desires to enter into a New Lease or Lease Renewal after the Effective Date, it shall give written notice (the “New Lease Request”) to Buyer and include the following information and documents with such New Lease Request: (i) the name of the proposed or existing Tenant, (ii) identification of the portion of the Property that is the subject of the New Lease or Lease Renewal, (iii) a summary of the material terms of the New Lease or Lease Renewal, including base rent, reimbursement of operating expenses, security deposit, guaranties or other credit enhancement, concessions, proposed tenant improvements and tenant improvement allowance, term, renewal options, early termination rights, permitted uses, and exclusive rights, (iv) a copy of the proposed New Lease or Lease Renewal and all exhibits thereto, and (v) financial information regarding the proposed or existing Tenant. If Buyer fails to respond to any New Lease Request within 5 Business Days after receipt thereof, Buyer shall be deemed to have denied the request to enter into such New Lease or Lease Renewal. (d) Seller shall remove the Property from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to the sale or disposition of any or all of the Property, or any interest therein, or sell, contribute or assign any interest in the Property. (e) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with Seller’s past practice and all applicable Laws. Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (f) Seller shall not sellremove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, transferfixtures or services fail between the Effective Date and the Closing Date, convey Seller shall be responsible for the repair or encumberreplacement of such equipment, fixtures or services with a new unit of similar size and quality, or cause or permit to be soldat Buyer’s option, transferred, conveyed or encumbered, Seller shall give Buyer an equivalent credit towards the Property or any part thereof or interest thereinPurchase Price at the Closing. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (Bg) Seller shall not make accept any material alterations rent from any Tenant (or changes any new tenant under any new lease permitted pursuant to the Property; (Cterms hereof) for more than 1 month in advance of the payment date. Other than actions against a Tenant that do not seek eviction, Seller shall not enter into commence or allow to be commenced on its behalf any new agreements action, suit or contracts affecting proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not sell, transfer, convey or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, the Property or any part thereof or interest thereinBuyer.

Operation of the Property. (a) From the date of this Agreement until Until the earlier of the date of expiration of the General Contingency Period Closing or termination of this Agreement: , Seller agrees as follows: (Aa) Seller shall manage the Property in a manner consistent with SellerSubject to Sections 8.1(b) and 8.1(c), without Buyer’s prior management of the Property; (B) written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not make directly or indirectly (i) sell, contribute, assign or create any material alterations right, title or changes interest whatsoever in or to the Property, except (ii) cause or permit any mortgage, deed of trust, Lien, assessment, obligation, interest, encroachment or liability whatsoever to be placed of record against the Property (other than the Permitted Exceptions), or (iii) enter into any agreement to do any of the foregoing. (b) Without Buyer’s prior written approval, which may be withheld in Buyer’s reasonable discretion prior to the ordinary course date which is five days prior to the end of business the Inspection Period and following written notice to in Buyer; (C) ’s sole and absolute discretion thereafter, Seller shall not enter into any new agreements (or contracts extend, amend, renew or replace any existing) agreement, service contract, employment contract, permit or obligation affecting the Property except following written notice or which would be binding upon Buyer upon its acquisition of the Property, or file for, pursue, accept or obtain any zoning, land use permit or other development approval or entitlement, or consent to the inclusion of the Property into any special district; provided, however, (i) prior to expiration of the Inspection Period, Seller may enter into service or similar contracts without Buyer; (D) Seller shall continue to perform all of its material obligations under the Contracts; (E) Seller shall not amend, terminate or otherwise modify the Contracts, except ’s approval if such contract is entered into in the ordinary course of Seller’s business and following written is terminable without penalty or premium on not more than 30 days notice from the owner of the Property and is disclosed promptly in writing to Buyer; and (Fii) Seller may enter new Tenant Leases pursuant to Section 8.1(c). (c) Without Buyer’s prior written approval, which may be withheld in Buyer’s sole and absolute discretion, Seller shall not (i) enter into any new lease (each, a “New Lease”) for any portion of the Property, (ii) terminate any existing Tenant Lease, or (iii) extend, amend, renew or replace any Tenant Lease or expand the space leased by a Tenant thereunder (each, a “Lease Renewal”). If Seller desires to enter into a New Lease or Lease Renewal after the Effective Date, it shall give written notice (the “New Lease Request”) to Buyer and include the following information and documents with such New Lease Request: (i) the name of the proposed or existing Tenant, (ii) identification of the portion of the Property that is the subject of the New Lease or Lease Renewal, (iii) a summary of the material terms of the New Lease or Lease Renewal, including base rent, reimbursement of operating expenses, security deposit, guaranties or other credit enhancement, concessions, proposed tenant improvements and tenant improvement allowance, term, renewal options, early termination rights, permitted uses, and exclusive rights, (iv) a copy of the proposed New Lease or Lease Renewal (if applicable), and (v) financial information regarding the proposed or existing Tenant. If Buyer fails to respond to any New Lease Request within 5 Business Days after receipt thereof, Buyer shall be deemed to have denied the request to enter into such New Lease or Lease Renewal. In addition to the foregoing, Seller acknowledges and agrees that Buyer shall have the right to discuss Lease Renewals with existing Tenants and to negotiate New Leases directly; provided that such agreements shall be subject to Buyer’s acquisition of the Property as provided herein, and provided further that in no event will Seller be required to incur or assume any obligations or liabilities in connection therewith. (d) Seller shall, except as otherwise provided in this Agreement, operate and maintain the Property in accordance with Seller’s past practice and all applicable Laws. Seller shall maintain all casualty and liability insurance in place as of the Effective Date with respect to the Property in amounts and with deductibles substantially the same as existing on the Effective Date. (e) Seller shall not sellremove any material item of Personal Property from the Real Property unless the same is obsolete and is replaced by tangible personal property of equal or greater utility and value. Should any material equipment, transferfixtures or services fail between the Effective Date and the Closing Date, convey Seller shall be responsible for the repair or encumberreplacement of such equipment, fixtures or services with a new unit of similar size and quality, or cause or permit to be soldat Buyer’s option, transferred, conveyed or encumbered, Seller shall give Buyer an equivalent credit towards the Property or any part thereof or interest thereinPurchase Price at the Closing. (b) From the date of expiration of the General Contingency Period until the earlier of the Close of Escrow or termination of this Agreement: (A) Seller shall manage the Property in a manner consistent with Seller’s prior management of the Property; (Bf) Seller shall not make accept any material alterations rent from any Tenant (or changes any new tenant under any new lease permitted pursuant to the Property; (Cterms hereof) for more than 1 month in advance of the payment date. Other than actions against a Tenant that do not seek eviction, Seller shall not enter into commence or allow to be commenced on its behalf any new agreements action, suit or contracts affecting proceeding with respect to all or any portion of the Property without the prior written consent of Buyer first obtained; Buyer, which shall not be unreasonably withheld as long as same will not have a material impact following the Closing. (Dg) Seller shall continue remove the Property from the market for sale, and not solicit, accept, entertain or enter into any negotiations or agreements with respect to perform the sale or disposition of any or all of its material obligations under the Contracts; (E) Seller shall not amendProperty, terminate or otherwise modify the Contracts without the written consent of Buyer first obtained; and (F) Seller shall not any interest therein, or sell, transfer, convey contribute or encumber, or cause or permit to be sold, transferred, conveyed or encumbered, assign any interest in the Property or any part thereof or interest thereinProperty.