EARLY RATE LOCK AGREEMENT

1.

Borrower has executed and delivered to ML a Commitment Letter dated October 5, 2005 (the “ Commitment Letter ”) for additional mortgage debt in the approximate principal amount of up to $210,800,000 (the “ Specified Principal Amount ”) with regard to financing certain properties identified on Exhibit A to the Commitment Letter (the “ Property ”). All terms used herein but not defined herein shall have the meanings ascribed thereto in the Commitment Letter.

2.

Borrower has requested that, as an accommodation to Borrower, and at Borrower’s sole risk, cost and expense, ML lock in advance the interest rate for the Specified Principal Amount (the “ Rate Lock ”), in connection with ML’s issuance of the Commitment Letter, notwithstanding that all of the conditions necessary to fund the Loan as set forth therein have not yet been fulfilled and satisfied by Borrower. In addition, ML has agreed to extend the term on approximately $83,825,000 (the “ Extended Amount ”) of the Prior Financing (as defined in the Commitment Letter) from July 1, 2015 to February 1, 2016, it being understood and agreed that ML shall incur certain breakage costs and expenses in connection therewith and that Borrower will be responsible for the payment of all such costs and expenses, as well as for the higher yield on longer term debt instruments. Borrower acknowledges that ML has not completed its due diligence review, except as otherwise set forth in the Commitment Letter.

3.

Neither this Agreement nor any Confirmation (as hereinafter defined) shall constitute a commitment to lend, either express or implied. ML’s commitment to make the Loan is documented in the Commitment Letter.

4.

Borrower shall be permitted to enter into the Rate Lock transaction (the “ Transaction ”) with regard to the requested Specified Principal Amount subject to the terms of this Agreement. Such Transaction shall be evidenced by a confirmation in the form attached hereto and made a part hereof as Exhibit A (the “ Confirmation ”) setting forth, among other things, the “ Fixed Rate ” on the Specified Principal Amount and on each Loan, the “ Specified Principal Amount ”, the “ Initial Rate Lock Deposit ”, the “ Breakage Multiplier ”, the “ Base Swap Rate Index ”, the “ Base Swap Rate ”, the “ Margin Threshold ”, the “ Initial CMBS Spread Index ”, the “ CMBS Spread Index ”, the “ Fixed Rate Period ” of the Transaction, the Fixed Rate on the Extended Amount, and the Extended Amount Per Diem.

5.

In order to effect the Transaction, ML may or may not enter into certain hedging arrangements and/or a series of combined or offsetting transactions in its sole and absolute discretion through the purchase or sale of United States Treasury notes, swap contracts, or any other instruments deemed necessary or appropriate, any of which may be with an affiliate of ML (collectively, “ Hedging Arrangements ”). Notwithstanding the

terms hereof, ML will not be required to Rate Lock on any day or at any time at which, in ML’s sole and absolute judgment, there is not an orderly market.

6.

Borrower understands and agrees that ML is under no obligation to give, and will not give, Borrower the benefit of any decline in interest rates subsequent to ML’s locking of the interest rate hereunder.

7.

In consideration for ML agreeing to the early interest rate lock and the extension of the maturity dates on the Extended Loans, Borrower has agreed to deposit with ML an Initial Rate Lock Deposit which shall be held by ML in accordance with the terms of this Agreement. The interest rate on the Specified Principal Amount will be the Fixed Rate as set forth on the Confirmation, which will be calculated pursuant to the Commitment Letter. With respect to any loans currently secured by the Remaining CNL Pools (as defined in the Commitment) that ML elects to increase in accordance with the Commitment, the amended and restated Loans will have an interest rate equal to the weighted average of the existing interest rates on the principal balances of such loans prior to being increased and the Interest Rate locked in accordance herewith on the applicable portion of the Specified Principal Amount, subject to adjustment as set forth herein and as otherwise discussed by the parties. In addition, the Interest Rate on the Extended Loans (as defined in the Commitment) shall be increased in order to compensate ML for all breakage and other costs incurred by ML in connection with the extension of the term on the Extended Loans, as set forth in the Commitment (unless Borrower elects to reimburse ML for such costs in cash at closing) as well as for the higher yield on longer term debt instruments. The second page of the Confirmation sets forth the Fixed Rates on each of the Loans expected to be funded pursuant to the Commitment Letter. ML reserves the right to re-allocate coupon and principal among the Loans, it being understood and agreed that ML intends to re-allocate coupon from Loan 1 to Loans 2, 3 and 7, as set forth on the Confirmation. If at any time during the Fixed Rate Period, (i) the number of basis points by which the Base Swap Rate Index decreases from the Base Swap Rate exceeds (ii) the Margin Threshold, the Borrower shall be required, no later than 10:00 am (New York City time) on the business day following notice thereof (the “ Losses Payment Date ”) to deposit additional funds with ML by wire transfer an amount sufficient to bring the cumulative Rate Lock Deposits to an amount equal to the Initial Rate Lock Deposit plus the current value of the sum of the Principal Losses (as hereinafter defined) plus Per Diem Carrying Costs (as hereinafter defined). In addition, if at any time during the Fixed Rate Period, the accrued Per Diem Carrying Costs (as hereinafter defined) are greater than one-half of one (1) percent of the Specified Principal Amount then the Borrower shall be required, no later than 10:00 am (New York City time) on the business day following notice thereof (the “ Losses Payment Date ”) to deposit additional funds with ML by wire transfer an amount sufficient to bring the cumulative Rate Lock Deposits to an amount equal to the Initial Rate Lock Deposit plus the current value of the sum of the Principal Losses (as hereinafter defined) plus Per Diem Carrying Costs (as hereinafter defined). Borrower acknowledges and agrees that ML may require one or more additional Rate Lock Deposits at any time during the Fixed Rate Period as provided above. If Borrower fails to post required additional Rate Lock Deposits with ML by any Losses Payment Date, ML may, in its sole discretion, declare a default hereunder, in which event (i) t