The Borrower will use the proceeds of the Loans solely for (a) prior to the occurrence of the Qualified Capital Raise (but subject to the proviso below), (i) payment of closing costs in connection with this Agreement, (ii) payment on the Closing Date of existing Secured Indebtedness related to the Initial Borrowing Base Properties, (iii) the acquisition of the Real Estate described in Schedule 2.9(a) hereto (or with respect to the Morgan Stanley/PNC Real Estate loan described on Schedule 2.9(b) hereto, reimbursement to Borrower of amounts paid by Borrower to pay off such loan immediately prior to the date of this Agreement), (iv) payments of the existing Secured Indebtedness relating to the Real Estate described in Schedule 2.9(b) hereto which will then be Borrowing Base Properties, and (v) general corporate and working capital purposes, and (b) from and after the occurrence of the Qualified Capital Raise, for (i) repayment of Indebtedness, (ii) acquisitions and capital improvements, and (iii) general corporate and working capital purposes.