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18766395.1. BUSINESS 6 201400402 Instrument), and if and to the extent that Assignor has any interest or rights in any subleases(s) of the premises demised under the Lease, Assignor designates Assignee to receive, and directs Lessee to pay to Assignee or its designated servicer, all payments payable or receivable under any such subleases(s). Assignor hereby designates Assignee to receive duplicate original copies of all notices, undertakings, demands, statements, offers, documents and other instruments and communications which Lessee is or may be required or permitted to give, make, deliver to or serve upon Assignor under the Lease. Assignor hereby directs Lessee to deliver to Assignee, at its address set forth below or at such other address as Assignee shall designate to Assignor, duplicate original copies of all such notices, undertakings, demands, statements, documents and other communications. No delivery thereof by Lessee shall be of any force or effect unless made to Assignee and Assignor. 5. Assignor represents and warrants to Assignee that, as of the date hereof, (a) the Lease and the Lease Guaranty are in full force and effect and no default by Assignor exists thereunder; (b) Assignor is the sole owner of the entire lessor's interest in the Lease; (c) Assignor has delivered to Assignee a true, correct and complete copy of the Lease and the Lease Guaranty as amended to the date hereof; (d) Assignor has full power and authority to execute and deliver this Assignment; (e) Assignor has not executed any other assignment of the subject matter of this Assignment; (0 none of the Rents reserved in the Lease have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance of the due date thereof; and (h) to Assignor's knowledge, there exist no offsets or defenses to the payment of any portion of the Rents. 6. Assignor shall not take any action as the lessor under the Lease or otherwise which is inconsistent with this Assignment or the Security Instrument, or make any other assignment, designation or direction inconsistent herewith or therewith, and any assignment, designation or direction inconsistent herewith or therewith shall be void. Assignor shall, from time to time upon the request of Assignee, execute all reasonable instruments of further assurance and all such supplemental instruments with respect to the transactions contemplated hereby as Assignee may specify. 7. Assignor further agrees with Assignee that Assignor (a) shall observe and perform all the obligations imposed upon the lessor under the Lease and shall not do or, subject to the provisions of the Lease, permit to be done anything to impair the value of the Lease or the Lease Guaranty as security for the Obligations; (b) except as otherwise provided in the Security Instrument, shall not execute any other assignment of lessor's interest in the Lease or the Lease Guaranty; (c) shall not alter, modify or change the terms of the Lease without the prior written consent of Assignee, or cancel or terminate the Lease or accept a surrender thereof or convey or transfer or suffer or permit a conveyance or transfer of the Mortgaged Property or of any interest therein so as to effect a merger of the estates and rights of, or termination or diminution of the obligations of Lessee thereunder; (d) shall not alter, modify or change the terms of the Lease Guaranty or cancel or terminate the Lease Guaranty without the prior written consent of Assignee; (e) shall not consent to any assignment of or subletting under the Lease not in accordance with the Lease terms, without the prior consent of Assignee; and (f) except as provided for in the Excepted