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200011180 <br />EXHIBIT D <br />CERTIFICATE OF COMPLIANCE <br />The undersigned Borrower represents and certifies that, to its Knowledge at all times prior <br />to the date of this Certificate of Compliance, Borrower has observed and timely performed each <br />and every term, provision, covenant and condition of the Loan Documents and, as of the date of <br />this Certificate of Compliance, Borrower is in full and complete compliance with all terms, <br />provisions covenants and conditions of the Loan Documents and of all Leases respecting the Real <br />Estate. <br />Borrower represents and certifies that all Leases respecting the Real Estate, if any, are <br />in full force and effect, no default has occurred under any Lease, and that no modification of any <br />Lease has occurred or is contemplated. <br />The undersigned also specifically warrants, represents and certifies, to the best of its <br />Knowledge after reasonable investigation, that Borrower has timely provided, as of the date or <br />dates required by the Loan Documents, all Reports and other items required to be provided by <br />Borrower to American Family including, but not limited to: <br />(a) all routine Reports referred to in Exhibit C to the Loan Documents; <br />(b) upon the reasonable request of American Family, an itemization of all <br />Collateral as required by the Loan Documents; <br />(c) drafts of any new Leases, or any amendments, modifications or riders to <br />any Leases prior to execution thereof, for all future or prospective Tenants for approval by <br />American Family prior to execution thereof, as required by the Loan Documents; <br />(d) upon the execution thereof, true executed copies of any new Leases, or any <br />amendments, modifications or riders to any Leases, together with all guaranties, amendments, <br />addenda, subordination agreements and estoppel certificates and notices of assignment associated <br />with said Leases as required by the Loan Documents; <br />(e) upon the request of American Family, copies of financial statements of any <br />Tenants of the Real Estate required by Lease to be provided to Borrower as required by the <br />Loan Documents. <br />The undersigned also specifically represents, warrants, and certifies to its Knowledge that <br />Borrower (a) has timely paid and discharged all Impositions, and all operating costs and expenses <br />associated with the Real Estate as required by the Trust Deed; (b) has kept and maintained the <br />Real Estate in good repair and operating condition and in compliance with applicable laws, <br />ordinances, regulations, restrictions and covenants affecting the Real Estate as required by the <br />Mortgages; (c) has not caused or permitted to occur any material alterations to the Real Estate <br />without the requisite consent of American Family, first having been obtained, except as permitted <br />