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200507874
<br />Borrower's right or interest therein and all remainders, reversions and other rights and estates appurtenant
<br />thereto, and all base, fixed, percentage or additional rents, and other rents, oil and gas or other mineral
<br />royalties, and bonuses, issues, profits and rebates and refunds or other payments made by any
<br />Governmental Authority from or relating to the Premises, the Improvements, the Fixtures or the Equipment
<br />plus all rents, receipts, common area charges and other payments now existing or hereafter arising, whether
<br />paid or accruing before or after the filing by or against Borrower of any petition for relief under the
<br />Bankruptcy Code (the "Rents ") and all proceeds from the sale or other disposition of the Leases and the
<br />right to receive and apply the Rents to the payment of the Debt;
<br />(g) all proceeds of and any unearned premiums on any insurance policies covering the
<br />Premises, the Improvements, the Fixtures, the Rents or the Equipment, including, without limitation, the
<br />right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for
<br />damage to the Premises, the Improvements, the Fixtures or the Equipment and all refunds or rebates of
<br />Impositions, and interest paid or payable with respect thereto;
<br />(h) all deposit accounts, securities accounts, funds or other accounts maintained or deposited
<br />with Lender, or its assigns, in connection herewith, including, without limitation, the Security Deposit
<br />Account (to the extent permitted by law), the Engineering Escrow Sub - Account, the Rent Account, the
<br />Central Account, the Basic Carrying Costs Sub - Account, the Debt Service Payment Sub - Account, the
<br />Operation and Maintenance Expense Sub - Account, the Mez Payment Sub - Account and the Recurring
<br />Replacement Reserve Sub - Account and all monies and investments deposited or to be deposited in such
<br />accounts;
<br />(i) all accounts receivable, contract rights, franchises, interests, estate or other claims, both
<br />at law and in equity, now existing or hereafter arising, and relating to the Premises, the Improvements, the
<br />Fixtures or the Equipment, not included in Rents;
<br />0) all now existing or hereafter arising claims against any Person with respect to any
<br />damage to the Premises, the Improvements, the Fixtures or the Equipment, including, without limitation,
<br />damage arising from any defect in or with respect to the design or construction of the Improvements, the
<br />Fixtures or the Equipment and any damage resulting therefrom;
<br />(k) all deposits or other security or advance payments, including rental payments now or
<br />hereafter made by or on behalf of Borrower to others, with respect to (i) insurance policies, (ii) utility
<br />services, (iii) cleaning, maintenance, repair or similar services, (iv) refuse removal or sewer service, (v)
<br />parking or similar services or rights and (vi) rental of Equipment, if any, relating to or otherwise used in the
<br />operation of the Premises, the Improvements, the Fixtures or the Equipment;
<br />(1) intangible property now or hereafter relating to the Premises, the Improvements, the
<br />Fixtures or the Equipment or its operation, including, without limitation, software, letter of credit rights,
<br />trade names, trademarks (including, without limitation, any licenses of or agreements to license trade
<br />names or trademarks now or hereafter entered into by Borrower), logos, building names and goodwill;
<br />(m) all now existing or hereafter arising advertising material, guaranties, warranties, building
<br />permits, other permits, licenses, plans and specifications, shop and working drawings, soil tests, appraisals
<br />and other documents, materials and/or personal property of any kind now or hereafter existing in or relating
<br />to the Premises, the Improvements, the Fixtures, and the Equipment;
<br />(n) all now existing or hereafter arising drawings, designs, plans and specifications prepared
<br />by architects, engineers, interior designers, landscape designers and any other consultants or professionals
<br />for the design, development, construction, repair and/or improvement of the Property, as amended from
<br />time to rime;
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