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6. To the best of the City's knowledge, no litigation or referendum measure has been <br /> commenced that challenges the Project, the Agreements, or the Ordinance, or any of <br /> Project Approvals. <br /> 7. This Certificate of Compliance is delivered in connection with Sections 5.6.1 and 9.20 of <br /> the Development Agreement. <br /> 8. Lender qualifies as an"Mortgagee", and as such, the City will treat Lender as a Mortgagee <br /> in accordance with Section 8 of the Development Agreement. In accordance with Section <br /> 8.2 of the Development Agreement, Lender hereby requests that a copy of any notice of <br /> default given to any Owner under the terms of the Development Agreement be provided to <br /> Lender at the following address: <br /> QR US Finance REIT LLC <br /> Suite 800, 666 Burrard Street <br /> Vancouver, British Columbia, Canada <br /> V6C 2X8 <br /> Attention: Brandon Bachner <br /> e-mail: brandon.bachner@quadreal.com <br /> QR US Finance REIT LLC <br /> Suite 800, 666 Burrard Street <br /> Vancouver, British Columbia, Canada <br /> V6C 2X8 <br /> e-mail: mortgage.service@quadreal.com <br /> QR US Finance REIT LLC <br /> Suite 800, 666 Burrard Street <br /> Vancouver, British Columbia, Canada <br /> V6C 2X8 <br /> Attention: Chief Legal Officer <br /> e-mail: chief.legal.officer@quadreal.com <br /> In the event any Owner is in default of the Agreements, Lender shall be permitted (but not <br /> be obligated)to cure such default, and the City shall be obligated to accept such cure. <br /> 9. The City certifies that all information stated in this Certificate is accurate and correct in all <br /> material respects as of the date hereof, and does not omit any material fact that would make <br /> any statement false or misleading and that the undersigned representative is duly authorized <br /> to sign this Certificate on the City's behalf. <br /> 10. The Reliance Parties are entitled to rely upon the truth and accuracy of the certifications <br /> made herein, and said certifications shall be binding upon the City and inure to the benefit <br /> of the Reliance Parties. <br /> ACTIVE/204769153.11 <br />