Common use of Designation Agreement Clause in Contracts

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent ("Agent") is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by lawLaw. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 15.21 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by lawLaw. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000 for APCI and 00-0000000 for APCII. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 15.18 will survive the Closing and the delivery of the Deedindefinitely.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that (i) Fee Seller’s correct taxpayer identification number is as set forth opposite 00-0000000 and (ii) Leasehold Seller’s signature to this Agreementcorrect taxpayer identification number is 00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to SellerSellers, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller Sellers and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests each Seller to furnish to Escrow Agent such Seller’s correct taxpayer identification number. Seller acknowledges that any failure by such Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, each Seller hereby certifies to Escrow Agent, under penalties of perjury, that such Seller’s correct taxpayer identification number is as set forth opposite such Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 15.18 will survive the Closing and the delivery of the Deedindefinitely.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.. 724643206.7 17544974

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent shall be the “Reporting Person” as hereinafter provided; Escrow Agent is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent shall be the “Reporting Person” as hereinafter provided; Escrow Agent is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this AgreementSELLERTAXID. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreementnumbers are 00-0000000 (Colonial) and 00-0000000 (Prudential). (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to SellerSellers, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller Sellers and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller Sellers to furnish to Escrow Agent Seller’s Sellers’ correct taxpayer identification numbernumbers. Seller acknowledges Sellers acknowledge that any failure by Seller Sellers to provide Escrow Agent with Seller’s Sellers’ correct taxpayer identification number numbers may subject Seller Sellers to civil or criminal penalties imposed by law. Accordingly, Seller Sellers hereby certifies certify to Escrow Agent, under penalties of perjury, that Seller’s Sellers’ correct taxpayer identification number is numbers are as set forth opposite Seller’s Sellers’ signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 14.21 will survive the Closing and the delivery of the DeedDeeds.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s the correct taxpayer identification number is numbers for the entities comprising Seller are as set forth opposite Seller’s signature to this Agreement.follows: (di) Each of the parties hereto shall retain this Agreement for a period of four SHP III/ARBOR ASHEVILLE, LLC: 20 4218639 (4ii) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.SHP III/ARBOR ATHENS, LLC: 20 4218469 (iii) SHP III/ARBOR CASCADE, LLC: 20 4218598 (iv) SHP III/ARBOR DECATUR, LLC: 20 4218556 (v) SHP III/ARBOR KNOXVILLE, LLC: 20 4218388 (vi) SHP III BARRINGTON TERRACE, LLC: 20 4504921

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Stated Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed disbursement in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") 16 require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent ("Agent") is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement___________________. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called collectively, the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent Bank Counsel is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a1) Escrow Agent Bank Counsel is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transactiontransaction. Escrow Agent Bank Counsel shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transactiontransaction. (b2) Seller and Purchaser Buyer shall furnish to Escrow AgentCounsel to the Bank, in a timely manner, any information requested by Escrow Agent Bank Counsel and necessary for Escrow Agent Bank Counsel to perform its duties as Reporting Person for the Transactiontransaction. (c3) Escrow Agent Bank Counsel hereby requests Seller to furnish to Escrow Agent Bank Counsel Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent Bank Counsel with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow AgentCounsel to the Bank, under penalties of perjury, that Seller’s its correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreementis: 00-0000000. (d4) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement_________________________________. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information reasonably requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s Sellers’ correct taxpayer identification number is numbers are as set forth opposite follows: (i) Seller’s signature to this Agreement.: 352407834 (ii) Buyer: __________ (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) 6045e of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s Sellers’ correct taxpayer identification number is numbers are as set forth opposite follows: (i) Seller’s signature to this Agreement.: 40-0000000 (ii) Buyer: 70-0000000 (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement000000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent Holder is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) 15.2.1.1 Escrow Agent Holder is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent Holder shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) 15.2.1.2 Seller and Purchaser Buyer shall furnish to Escrow AgentHolder, in a timely manner, any information requested by Escrow Agent Holder and necessary for Escrow Agent Holder to perform its duties as Reporting Person for the Transaction. (c) 15.2.1.3 Escrow Agent Holder hereby requests Seller to furnish to Escrow Agent Holder Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent Holder with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow AgentHolder, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement20-0000000. (d) 15.2.1.4 Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by lawLaw. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is numbers are as set forth opposite Seller’s signature to this Agreementfollows: (i) SHP Xxxxxx Creek, LLC, 00-0000000, (ii) SHP Oak Tree Villa, LLC, 00-0000000, (iii) SHP Mirage Inn, LLC, 00-0000000, (iv) SHP Lexington, LLC, 00-0000000, (v) SHP Inn at the Park, LLC, 00-0000000, (vi) XXX Xxxx Xxxxx, LLC, 00-0000000, (vii) SHP Pacific Inn, LLC, 00-0000000, (viii) SHP Gables, LLC, 00-0000000, and (ix) SHP Ocean House, LLC, 00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called referred to as the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) ), or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during in which the Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) 6045e of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s Sellers’ correct taxpayer identification number is numbers are as set forth opposite follows: (i) Seller’s signature to this Agreement.: 00-0000000 (ii) Buyer: 00-0000000 (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called collectively, the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent Buyer’s Title Company is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent Buyer’s Title Company is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transactiontransaction. Escrow Agent Buyer’s Title Company shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transactiontransaction. (b) Seller and Purchaser Buyer shall furnish to Escrow AgentBuyer’s Title Company, in a timely manner, any information requested by Escrow Agent Buyer’s Title Company and necessary for Escrow Agent Buyer’s Title Company to perform its duties as Reporting Person for the Transactiontransaction. (c) Escrow Agent Buyer’s Title Company hereby requests Seller to furnish to Escrow Agent Buyer’s Title Company Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent Buyer’s Title Company with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow AgentBuyer’s Title Company, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreementnumbers are: (i) 199 Riverneck, LLC—Taxpayer ID # 00-0000000; (ii) Riverneck Road, LLC—Taxpayer ID # 00-0000000; and (iii) 191 Riverneck, LLC—Taxpayer ID # 00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by lawLaw. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which the Second Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement30-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent shall be the “Reporting Person” as hereinafter provided; Escrow Agent is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, perjury that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called collectively, the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent Buyer’s Title Company is either (xi) the person responsible for closing the Transaction transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent Buyer’s Title Company is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transactiontransaction. Escrow Agent Buyer’s Title Company shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transactiontransaction. (b) Seller and Purchaser Buyer shall furnish to Escrow AgentBuyer’s Title Company, in a timely manner, any information requested by Escrow Agent Buyer’s Title Company and necessary for Escrow Agent Buyer’s Title Company to perform its duties as Reporting Person for the Transactiontransaction. (c) Escrow Agent Buyer’s Title Company hereby requests Seller to furnish to Escrow Agent Buyer’s Title Company Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent Buyer’s Title Company with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow AgentBuyer’s Title Company, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. numbers are: (di) Each of the parties hereto shall retain this Agreement for a period of four 199 Riverneck, LLC—Taxpayer ID # 00-0000000; (4ii) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.Riverneck Road, LLC—Taxpayer ID # 00-0000000; and

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent ("Agent") is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies shall supply to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreementpromptly following the date hereof. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent Title Company (“Agent”) is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (aA) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (bB) Seller and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (cC) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies and Purchaser shall each deliver to Escrow Agent a completed and executed IRS Form W-9. The parties agree that Agent’s failure to execute this Agreement shall not affect the effectiveness of this Agreement as between Seller and Purchaser and that if First American Title Insurance Company shall refuse to serve as the Reporting Person in accordance with the terms of this Section, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following shall, prior to the calendar year during which Closing occursClosing, designate an alternative Reporting Person mutually acceptable to the parties. The provisions terms of this Section 15.20 will 19(d) shall survive the Closing and the delivery of the DeedClosing.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to SellerSellers, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller Sellers and Purchaser shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges Sellers acknowledge that any failure by Seller Sellers to provide Escrow Agent with Seller’s Sellers’ correct taxpayer identification number number(s) may subject Seller Sellers to civil or criminal penalties imposed by law. Accordingly, each Seller hereby certifies to Escrow Agent, under penalties of perjury, that such Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will 15.21 shall survive the Closing and the delivery of the DeedDeeds.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called collectively, the “"Reporting Requirements”") require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the TransactionTransaction contemplated by this Agreement. Escrow Agent Title Company is either (xi) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (yii) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (ai) Escrow Agent is hereby designated as the “"Reporting Person” " (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (bii) Seller and Purchaser Buyer shall furnish to the Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (ciii) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s 's correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s 's correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s 's correct taxpayer identification number numbers is as set forth opposite Seller’s signature to this Agreementfollows: Seller 00-0000000. (div) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.

Designation Agreement. Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as defined described in the Reporting Requirements). Accordingly: (a) Escrow Agent is hereby designated as the “Reporting Person” (as defined in the Reporting Requirements) for the Transaction. Escrow Agent shall perform all duties that are required by the Reporting Requirements to be performed by the Reporting Person for the Transaction. (b) Seller and Purchaser Buyer shall furnish to Escrow Agent, in a timely manner, any information requested by Escrow Agent and necessary for Escrow Agent to perform its duties as Reporting Person for the Transaction. (c) Escrow Agent hereby requests Seller to furnish to Escrow Agent Seller’s correct taxpayer identification number. Seller acknowledges that any failure by Seller to provide Escrow Agent with Seller’s correct taxpayer identification number may subject Seller to civil or criminal penalties imposed by law. Accordingly, Seller hereby certifies to Escrow Agent, under penalties of perjury, that Seller’s correct taxpayer identification number is as set forth opposite Seller’s signature to this Agreement00-0000000. (d) Each of the parties hereto shall retain this Agreement for a period of four (4) years following the calendar year during which the Closing occurs. The provisions of this Section 15.20 will survive the Closing and the delivery of the Deed.