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Upon (a) the closing of the sale of (i) the Hotel and (ii) the ground lessee's interest in the <br />land underlying the Hotel by Buyer, (b) execution by all appropriate parties of that certain Fourth <br />Amendment to the Easement regarding the release of future parties transferring their interest in <br />the Easement, and (c) the assignment to and unqualified assumption by Buyer of (i) the <br />Easement and (ii) hotel ground lease (dated October 16, 1979), FBCLP shall release Host from <br />any and all liability and obligation related to or arising out of the Easement. <br />This certificate may be relied upon and shall inure to the benefit of Host and Buyer and <br />their respective successors, assigns, title companies and lenders, and shall be binding upon the <br />undersigned and its successors and assigns. <br />[Signature Page Follows] <br />-3- <br />{01645838.DDC;7 i <br />Error! Unknown document property name. <br />