Capital Trust. County shall establish a trust account (“Capital Trust”) to hold funds for the benefit of major maintenance and property management as determined by a facility assessment. Funds will be deposited in the Capital Trust from the County Library Fund once the facility assessment and major maintenance budget has been approved by the Board of Supervisors. The Capital Trust shall be managed solely by County. Any interest earned on the Capital Trust shall remain or be redeposited in the Capital Trust for these purposes. This account shall remain the sole property of County and the funds held therein shall be restricted to providing for the maintenance of the Premises.
Capital Trust for the benefit of major maintenance and property management as determined by a facility assessment. Funds will be deposited in the Capital Trust from the County Library Fund once the facility assessment and major maintenance budget has been approved by the Board of Supervisors. The Capital Trust shall be managed solely by County. Any interest earned on the Capital Trust shall remain or be redeposited in the Capital Trust for these purposes. This account shall remain the sole property of County and the funds held therein shall be restricted to providing for the maintenance of the Premises.
Capital Trust. By: ------------------------------------------ Name: Title: CO-INVESTING PARTICIPANT[S]: VORNADO REALTY L.P. By: Vornado Realty Trust, its general partner By: ------------------------------------- Name: Title: EOP OPERATING LIMITED PARTNERSHIP By: Equity Office Properties Trust, its general partner By: ------------------------------------- Name: Title: GENERAL MOTORS INVESTMENT MANAGEMENT CORPORATION By: ----------------------------------------- Name: Title: ADDENDUM The parties will endeavor in good faith to negotiate a mechanism, or series of mechanisms, reasonably acceptable to the parties, such that if the parties fail to reach unanimous consent with respect to any matter on which unanimous consent by the Co-Investing Participants and the Lender is required, such disagreement will trigger: (i) a buyout right as between two differing Co-Investing Participants and (ii) a buyout right as between the Co-Investing Participant (if there is only one) or the remaining Co-Investing Partcipant (if such Co-Investing Participant has previously purchased the interest of another, dissenting Co-Investing Participant) and the Lender. EXHIBIT A Co-Investment Agreement: That certain Co-Investment Agreement, dated as of July __, 1998, by and among Capital Trust, Vornado Realty L.P., EOP Operating Limited Partnership and General Motors Investment Management Corporation, as agent for the GM Pension Plans.
