Common use of Lease Rentals Clause in Contracts

Lease Rentals. 3.1 The Lessee shall pay to the Lessor monthly Lease Rentals from the Rent Commencement Date, for the use and occupation of the Leased Premises subject to deduction of TDS, at the rate applicable as per law from time to time, which rentals are to be paid in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 (five) days from the date of handover of possession of the Demised Premises to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwise. If the Lessee is obliged to make any counter-claim, set off, deduction or withholding from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delay. If the default continues for a period of 30 (thirty) days, a written notice shall be served to the Lessee by the Lessor. Subsequently on the failure of the Lessee to rectify / remedy the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in period. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay All non-delinquent rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Leases and other income of the Property will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the Closing Date. No proration will be made with respect to any delinquent rents of any kind receivable from the Leases for any period before Closing. All amounts collected by Buyer subsequent to Closing that relate to delinquent rents or other income from the Property will be promptly remitted to Seller; provided, however, all rents or other income from the Property that do not identify a specific invoice number received by Buyer after Closing will be applied first to any then-current rental or other income period following the Closing, second to the Lessor monthly Lease Rentals from the Rent Commencement Date, for the use and occupation of the Leased Premises subject to deduction of TDS, at the rate applicable as per law from time to time, which rentals are to be paid rental or other income period in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse Closing occurred, and third to satisfy delinquent rental or other income obligations for any period before Closing not prorated at Closing. Seller will retain all ownership rights relating to any such delinquent rents or income; if Buyer has not collected the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 same within thirty (five30) days from the date Closing Date, then Seller may take such action as it deems necessary to collect such delinquent rents or other income, including the commencement of handover an action against the tenants under the Leases or any other person liable for such delinquent rents, but not including any action for unlawful detainer or other action seeking to terminate such tenant’s occupancy of possession its premises. Notwithstanding the foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the “Tenant Charges”) on an estimated basis, then the Tenant Charges shall be reconciled against actual charges and expenses as of and at the Closing, to the extent then possible, and Seller shall provide a proposed reconciliation for Buyer’s approval. Buyer shall have a period of one hundred eighty (180) days following the end of the Demised Premises calendar year in which the Closing Date occurs to provide Seller with a final reconciliation of Tenant Charges. Seller shall provide Buyer with any comments to Buyer’s draft within ten (10) business days following receipt, and the Lesseefinal reconciliation of Tenant Charges, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement mutually agreed upon by Seller and subject to the deduction of TDSBuyer, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free known as the “Final Reconciliation”). Seller agrees to provide Buyer with reasonable accounting records or a copy of any restriction or condition and free and clear the general ledger for Seller’s ownership period during the calendar year of and without any withholdingClosing, whether on account of tax or otherwiseto be used by Buyer when preparing the proposed reconciliation. If the Lessee is obliged Final Reconciliation shows that Seller owes Buyer additional sums, Seller shall deliver such amount to make any counter-claim, set off, deduction or withholding from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, Buyer within ten (10) days after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day determination of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delayFinal Reconciliation. If the default continues for a period Final Reconciliation shows that Buyer owes Seller additional sums, Buyer shall pay such amount to Seller within ten (10) days after determination of 30 the Final Reconciliation and collection of such sums from the tenants (thirty) daysprovided that Buyer shall use commercially reasonable good faith efforts to collect such sums). Other than as set forth above, a written notice there shall not be any further reconciliation of such Tenant Charges after the Final Reconciliation thereof, the proration of such Tenant Charges pursuant to the Final Reconciliation being conclusively presumed to be accurate. After the Final Reconciliation of Tenant Charges is made by and between the parties, Buyer shall be served solely liable and responsible to the Lessee by tenants under the Lessor. Subsequently on Leases for such reconciliation of Tenant Charges under the failure of the Lessee to rectify / remedy the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodLeases. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay to the Lessor monthly Lease Rentals from the Rent Commencement DateAll collected rents, additional rent payments (which, for the use purposes of this Agreement, shall include percentage rent and occupation common area maintenance charges), estimated additional rent payments and other collected payments from tenants under the Leases (as hereinafter defined) by each Seller prior to Closing with respect to its Individual Property shall be prorated between such Seller and Buyer as of 11:59 p.m. on the day prior to the Closing Date (the “Apportionment Time”). For purposes of calculating such prorations, if the Closing occurs, with respect to each Seller’s Individual Property, (a) such Seller shall be entitled to all rents, charges, and other revenue of any kind, in each case attributable to any period under the Leases prior to the Apportionment Time, and (b) Buyer shall be entitled to all rents, charges, and other revenue of any kind, in each case attributable to any period under the Leases after the Apportionment Time. The parties agree that (i) as of the Leased Premises subject to deduction Effective Date, the rent commencement dates are not specified in the following Leases: (a) Bank of TDS, America at the rate applicable as per law from time to timeXxxxxxx Shopping Center (the “BOA Lease”), which rentals are to (B) Banfield at the Olney Shopping Center (the “Banfield Lease”), and (C) PM Pediatrics at the Gateway Shopping Center (the “PM Pediatrics Lease”); (ii) the Leasing Cost Credit set forth on Schedule 5.6 hereto includes certain rent commencement date credits (the “RCD Rent Credit”) that Buyer will receive at Closing assuming that the rent commencement date for (x) the BOA Lease will be paid on April 14, 2020, (y) the Banfield Lease will be on October 3, 2019, and (z) the PM Pediatrics Lease will be on October 17, 2019; and (iii) in advancethe event the rent commencement date for any of the BOA Lease, on the Banfield Lease or the PM Pediatrics Lease occurs before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable date set forth in clause (ii) with respect to pay rent for a period of 5 (five) days from the date of handover of possession of the Demised Premises to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwise. If the Lessee is obliged to make any counter-claim, set off, deduction or withholding from any such amountLease, then the amount payable by the Lessee RCD Rent Credit for such Lease set forth on Schedule 5.6 shall be increased adjusted between such Seller and Buyer as of the actual rent commencement date for such Lease, and Buyer shall deliver to such Seller within thirty (30) days after the actual rent commencement date for such Lease the portion of the RCD Rent Credit for such Lease attributable to the period after the actual rent commencement date, provided that such tenant has commenced paying full rent under such Lease as of the rent commencement date. With respect to each Seller’s Individual Property, rents, additional rent payments, estimated additional rent payments or other reimbursements due landlord under the Leases not collected by such Seller as of the Closing Date shall not be prorated at the time of Closing. Seller shall have the right to seek to collect such amounts directly from such tenants but Seller shall not file suit against any such tenant (while such tenant is in occupancy at any Individual Property) or threaten or seek to evict any such tenant. All rents, escalations and other reimbursements due landlord under the Leases collected by Buyer on or after the Closing Date, less the reasonable costs of collection, shall first be applied to all amounts due under the Leases at the time of collection (i.e., current and other rents and sums due Buyer as the current owner and landlord), for the period from and after Closing, with the balance (if any) payable to such Seller, but only to the extent necessary of amounts delinquent and actually due to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or madeSeller. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delay. If the default continues for a period of 30 (thirty) days, a written notice shall be served to the Lessee by the Lessor. Subsequently on the failure of the Lessee to rectify / remedy the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in period. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay Notwithstanding anything to the Lessor monthly Lease Rentals contrary set forth in the Agreement, all rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Rent Commencement Leases which are not delinquent as of the First Closing will be prorated at the First Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the First Closing Date, and Buyer shall receive all such amounts from and after the First Closing Date. No proration will be made with respect to any rents of any kind receivable from the Leases for any period before the First Closing which are delinquent. All amounts collected by Buyer subsequent to the First Closing relating to rents which are delinquent will be promptly remitted to Seller; provided, however, all rents received by Buyer from any specific tenant under a Lease after the First Closing will be applied first to the rental period under such Lease in which the First Closing occurred, second to any current rental period under such Lease following the First Closing and third to satisfy delinquent rental obligations under such Lease for any period before the First Closing not prorated at the First Closing. In no event shall Seller be permitted to contact any tenants regarding delinquent rents. All amounts paid to Seller subsequent to the First Closing relating to rents which are due and owing for the use period prior to {2108-00079/00770738;} -Exhibit P- the First Closing shall solely belong to Seller. All amounts paid to Seller subsequent to the First Closing relating to rents which are due and occupation owing for the period after the First Closing shall belong to Buyer. Notwithstanding the foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the "Tenant Charges") on an estimated basis, then the Tenant Charges for the period of time in the calendar year prior to the First Closing shall be reconciled against actual charges and expenses for such period, provided that such reconciliation shall not be performed until no later than one hundred twenty (120) days following the First Closing Date (the "Reconciliation Period"). Upon request therefor by Buyer, Seller shall deliver to Buyer any written materials in Seller’s immediate possession regarding any Tenant Charges incurred by Seller and/or charged to the tenants pursuant to the Leases prior to the First Closing. In accordance with the terms of the Leased Premises subject Leases (and within the timeframes required thereunder), Buyer shall prepare such final reconciliation and forward the same to deduction of TDS, at Seller for Seller’s review and reasonable approval prior to sending the rate applicable as per law from time to time, which rentals are to be paid in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 (five) days from the date of handover of possession of the Demised Premises reconciliations to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwisetenants. If the Lessee is obliged final reconciliation shows that Seller owes tenants additional sums due to make any counterover-claimcollection, set off, deduction or withholding Seller shall deliver such amount to Buyer within ten (10) days after receiving such final reconciliation from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delayBuyer. If the default continues for a period final reconciliation (as reasonably approved by Seller as provided above) shows that Buyer owes Seller additional sums due to under-collection, Buyer shall pay such amount to Seller within ten (10) days after Buyer’s receipt of 30 the under-collected amounts from the tenants (thirty) dayswhich under-collected amounts Buyer shall use good faith efforts to collect in the ordinary course of business). Other than as set forth above, a written notice there shall not be any further reconciliation of such Tenant Charges after the final reconciliation thereof, the proration of such Tenant Charges pursuant to the final reconciliation being conclusively presumed to be accurate. After the final reconciliation of Tenant Charges is made by and between the parties, Buyer shall be served solely liable and responsible to the Lessee tenants under the Leases for such reconciliation of Tenant Charges under the Leases. The foregoing covenants made by the Lessor. Subsequently on parties with respect to the failure final reconciliation of the Lessee to rectify / remedy Tenant Charges shall survive the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodFirst Closing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay All rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Leases which are not more than thirty (30) days delinquent will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the Closing Date. No proration will be made with respect to any rents of any kind receivable from the Leases for any period before Closing which are more than thirty (30) days delinquent. All amounts collected by Buyer subsequent to Closing relating to rents which are delinquent by more than thirty (30) days will be promptly remitted to Seller; provided, however, all rents received by Buyer after Closing will be applied first to the Lessor monthly Lease Rentals rental period in which the Closing occurred, second to any current rental period following the Closing and third to satisfy delinquent rental obligations for any period before Closing not prorated at Closing. Seller will retain all ownership rights relating to any rents which are delinquent by more than thirty (30) days; if Buyer has not collected the same within thirty (30) days from the Rent Commencement Closing Date, then Seller may take such action as it deems necessary to collect such rents which are delinquent by more than thirty (30) days, including the commencement of an action against the tenants under the Leases or any other person liable for such delinquent rents, but not including any action for unlawful detainer or other action seeking to terminate such tenant’s occupancy of its premises. All amounts paid to Seller subsequent to Closing relating to rents which are due and owing for the use period prior to Closing shall solely belong to Seller. All amounts paid to Seller subsequent to Closing relating to rents which are due and occupation owing for the period after Closing shall belong to Buyer, provided that before turning said amounts over to Buyer, Seller shall have the right to offset against said amounts any sums otherwise due and owing to Seller pursuant to the terms of this Section 8. Notwithstanding the Leased Premises subject foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the “Tenant Charges”) on an estimated basis, then the Tenant Charges for the period of time prior to deduction of TDSthe Closing shall be reconciled against actual charges and expenses for such period, at provided that such reconciliation shall not be performed until one hundred eighty (180) days following the rate applicable Closing Date (the “Reconciliation Period”). Buyer shall prepare such final reconciliation (as per law from time approved by Seller) and forward the same to time, which rentals are to be paid in advance, Seller for Seller’s review and approval on or before the seventh day end of the relevant calendar monthReconciliation Period. The Lease Rentals is exclusive If the final reconciliation shows that Seller owes Buyer additional sums, Seller shall deliver such amount to Buyer within ten (10) days after receiving such final reconciliation from Buyer. If the final reconciliation (as approved by Seller) shows that Buyer owes Seller additional sums, Buyer shall pay such amount to Seller within ten (10) days after Buyer’s delivery of Service Taxthe final reconciliation to Seller. Other than as set forth above, which the Lessee there shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period any further reconciliation of 5 (five) days from such Tenant Charges after the date final reconciliation thereof, the proration of handover of possession of the Demised Premises such Tenant Charges pursuant to the Lesseefinal reconciliation being conclusively presumed to be accurate. After the final reconciliation of Tenant Charges is made by and between the parties, in Buyer shall be solely liable and responsible to the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement tenants under the Leases for such reconciliation of Tenant Charges under the Leases. Seller shall reasonably cooperate with Buyer during the Reconciliation Period regarding Tenant Charges by allowing AT&T to audit Seller’s books and records with respect to such Tenant Charges at Seller’s management office subject to the deduction applicable terms and conditions of TDS, the Lease Rentals and all other charges payable AT&T’s Leases. The foregoing covenants made by the Lessee parties with respect to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwise. If the Lessee is obliged to make any counter-claim, set off, deduction or withholding from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day final reconciliation of the relevant calendar month, Tenant Charges shall survive the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delay. If the default continues for a period of 30 (thirty) days, a written notice shall be served to the Lessee by the Lessor. Subsequently on the failure of the Lessee to rectify / remedy the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodClosing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee All rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Leases which are not delinquent as of the Closing will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the Closing Date, and Buyer shall pay receive all such amounts from and after the Closing Date. No proration will be made with respect to any rents of any kind receivable from the Leases for any period before Closing which are delinquent. All amounts collected by Buyer subsequent to Closing relating to rents which are delinquent will be promptly remitted to Seller; provided, however, all rents received by Buyer from any specific tenant under a Lease after Closing will be applied first to the Lessor monthly rental period under such Lease Rentals from in which the Rent Commencement DateClosing occurred, second to any current rental period under such Lease following the Closing and third to satisfy delinquent rental obligations under such Lease for any period before Closing not prorated at Closing. In no event shall Seller be permitted to contact any tenants regarding delinquent rents. All amounts paid to Seller subsequent to Closing relating to rents which are due and owing for the use period prior to Closing shall solely belong to Seller. All amounts paid to Seller subsequent to Closing relating to rents which are due and occupation owing for the period after Closing shall belong to Buyer. Notwithstanding the foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the "Tenant Charges") on an estimated basis, then the Tenant Charges for the period of time in the calendar year prior to the Closing shall be reconciled against actual charges and expenses for such period, provided that such reconciliation shall not be performed until no later than one hundred twenty (120) days following the Closing Date (the "Reconciliation Period"). Upon request therefor by Buyer, Seller shall deliver to Buyer any written materials in Seller’s immediate possession regarding any Tenant Charges incurred by Seller and/or charged to the tenants pursuant to the Leases prior to the Closing. In accordance with the terms of the Leased Premises subject Leases (and within the timeframes required thereunder). Buyer shall prepare such final reconciliation and forward the same to deduction of TDS, at Seller for Seller’s review and reasonable approval prior to sending the rate applicable as per law from time to time, which rentals are to be paid in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 (five) days from the date of handover of possession of the Demised Premises reconciliations to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwisetenants. If the Lessee is obliged final reconciliation shows that Seller owes tenants additional sums due to make any counterover-claimcollection, set off, deduction or withholding Seller shall deliver such amount to Buyer within ten (10) days after receiving such final reconciliation from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delayBuyer. If the default continues for a period final reconciliation (as reasonably approved by Seller as provided above) shows that Buyer owes Seller additional sums due to under-collection, Buyer shall pay such amount to Seller within ten (10) days after Buyer’s receipt of 30 the under-collected amounts from the tenants (thirty) dayswhich under-collected amounts Buyer shall use good faith efforts to collect in the ordinary course of business). Other than as set forth above, a written notice there shall not be any further reconciliation of such Tenant Charges after the final reconciliation thereof, the proration of such Tenant Charges pursuant to the final reconciliation being conclusively presumed to be accurate. After the final reconciliation of Tenant Charges is made by and between the parties, Buyer shall be served solely liable and responsible to the Lessee tenants under the Leases for such reconciliation of Tenant Charges under the Leases. The foregoing covenants made by the Lessor. Subsequently on parties with respect to the failure final reconciliation of the Lessee to rectify / remedy Tenant Charges shall survive the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodClosing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay All non-delinquent rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from that certain Office Lease dated March 28, 2005 by and between Seller and Buyer, as amended by that certain First Amendment to Lease dated as of March 31, 2006, that certain Second Amendment to Lease dated as of February 23, 2010, and that certain Third Amendment to Lease dated as of February 1, 2013 (collectively, the Lessor monthly Lease Rentals “Intuit Lease”) and any other income of the Property will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Rent Commencement Intuit Lease up to, but not including, the Closing Date, for the use and occupation . Any delinquent rents of the Leased Premises subject to deduction of TDS, at the rate applicable as per law from time to time, which rentals are to be paid in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 (five) days any kind receivable from the date of handover of possession of the Demised Premises to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Intuit Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement for any period before Closing shall be paid free by Buyer to Seller at Closing in addition to the Purchase Price. Notwithstanding the foregoing, if any of such operating expenses and other charges and expenses are payable by Buyer (in its capacity as tenant) under the Intuit Lease (collectively, the “Tenant Charges”) on an estimated basis, then the Tenant Charges shall be reconciled against actual charges and expenses as of and at the Closing, to the extent then possible, and Seller shall provide a proposed -15- Xxxxxx Realty, L.P. - Purchase Agreement Santa Fe Summit reconciliation for Buyer’s reasonable approval. Seller shall have until the date that is ninety (90) days after the Closing Date to provide Buyer with a final reconciliation of any restriction or condition Tenant Charges for (i) calendar year 2015 that have not yet been reconciled between Buyer and free Seller pursuant to the terms of the Intuit Lease, and clear (ii) Seller’s period of and without any withholding, whether on account of tax or otherwiseownership in calendar year 2016 (the “Final Reconciliation”). If the Lessee is obliged Final Reconciliation shows that Seller owes Buyer additional sums, Seller shall deliver such amount to make any counter-claim, set off, deduction or withholding from any such amount, then Buyer together with the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day delivery of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day Final Reconciliation of the relevant calendar month until the period of delayTenant Charges. If the default continues for a period Final Reconciliation shows that Buyer owes Seller additional sums, Buyer shall deliver such amount to Seller together within ten (10) days after Buyer’s receipt of 30 (thirty) days, a written notice shall be served the Final Reconciliation from Seller. All of Buyer’s rights as Tenant under the Intuit Lease with regard to the Lessee “Statement” set forth in Section 4.8 of the Intuit Lease shall apply equally to the Final Reconciliation. The foregoing covenants made by the Lessor. Subsequently on parties with respect to the failure Final Reconciliation of the Lessee to rectify / remedy Tenant Charges shall survive the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodClosing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay All non-delinquent rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Leases and other income of the Property will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the Closing Date. No proration will be made with respect to any delinquent rents of any kind receivable from the Leases for any period before Closing. All amounts collected by Seller or Buyer subsequent to Closing relating to delinquent rents or other income from the Property will be promptly remitted to Buyer (if collected by Seller) and applied first to the Lessor monthly Lease Rentals from the Rent Commencement Date, for the use and occupation of the Leased Premises subject to deduction of TDS, at the rate applicable as per law from time to time, which rentals are to be paid rental or other income period in advance, on or before the seventh day of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse Closing occurred, second to any then-current rental or other income period following the Closing and any delinquent rental accruing following the Closing, and third to satisfy delinquent rental or other income obligations for any period before Closing not prorated at Closing, with any such applicable amounts remitted (as needed) to the actual ratesparty entitled to such amounts as set forth hereinabove. The Parties agree that Seller will retain all ownership rights relating to any such delinquent rents or income attributable to the Lessee will period prior to the Closing; if Buyer has not be liable to pay rent for a period of 5 collected the same within sixty (five60) days from the date Closing Date, then Seller may take such action as it deems necessary to collect such delinquent rents or other income, including the commencement of handover an action against the tenants under the Leases or any other person liable for such delinquent rents, but not including any action for unlawful detainer or other action seeking to terminate such tenant’s occupancy of possession its premises or such tenant’s Lease. Notwithstanding the foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the “Tenant Charges”) on an estimated basis, then the Tenant Charges shall be reconciled against actual charges and expenses as of and at the Closing, to the extent then possible, and Seller shall provide a proposed reconciliation for Buyer’s approval. Seller shall have a period of one hundred eighty (180) days following the actual Closing Date to provide Buyer with a final reconciliation of Tenant Charges (“Final Reconciliation”), which shall be subject to Buyer’s review and approval, not to be unreasonably withheld. Buyer agrees to provide Seller with reasonable accounting records or a copy of the Demised Premises general ledger for Buyer’s 2017 ownership period to be used by Seller when preparing the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwiseFinal Reconciliation. If the Lessee is obliged Final Reconciliation shows that Seller owes Buyer additional sums, Seller shall deliver such amount to make any counter-claimBuyer, set off, deduction or withholding from any such amount, then together with the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day delivery of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day Final Reconciliation of the relevant calendar month until the period of delayTenant Charges. If the default continues for a period Final Reconciliation shows that Buyer owes Seller additional sums, Buyer shall pay such amount to Seller within thirty (30) days after Buyer’s receipt of 30 (thirty) dayssuch Final Reconciliation. Other than as set forth above, a written notice there shall not be any further reconciliation of such Tenant Charges after the Final Reconciliation thereof, the proration of such Tenant Charges pursuant to the Final Reconciliation being conclusively presumed to be accurate. After the Final Reconciliation of Tenant Charges is made by and between the parties, Buyer shall be served solely liable and responsible to the Lessee tenants under the Leases for such reconciliation of Tenant Charges under the Leases. The foregoing covenants made by the Lessor. Subsequently on parties with respect to the failure Final Reconciliation of the Lessee to rectify / remedy Tenant Charges shall survive the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodClosing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.

Lease Rentals. 3.1 The Lessee shall pay All rents (including all accrued tax and operating expense pass-throughs), charges and revenue of any kind receivable from the Leases which are not more than thirty (30) days delinquent will be prorated at Closing. Seller will receive all rents (including all accrued tax and operating expense pass-throughs), charges and other revenue of any kind receivable from the Leases up to, but not including, the Closing Date. No proration will be made with respect to any rents of any kind receivable from the Leases for any period before Closing which are more than thirty (30) days delinquent. All amounts collected by Buyer subsequent to Closing relating to rents which are delinquent by more than thirty (30) days will be promptly remitted to Seller; provided, however, all rents received by Buyer from any specific tenant under a Lease after Closing will be applied first to the Lessor monthly rental period under such Lease Rentals in which the Closing occurred, second to any current rental period under such Lease following the Closing and third to satisfy delinquent rental obligations under such Lease for any period before Closing not prorated at Closing. Seller will retain all ownership rights relating to any rents which are delinquent by more than thirty (30) days; if Buyer has not collected the same within thirty (30) days from the Rent Commencement Closing Date, then Seller may take such action as it deems necessary to collect such rents which are delinquent by more than thirty (30) days, including the commencement of an action against the tenants under the Leases or any other person liable for such delinquent rents, but not including any action for unlawful detainer or other action seeking to terminate such tenant’s occupancy of its premises. All amounts paid to Seller subsequent to Closing relating to rents which are due and owing for the use period prior to Closing shall solely belong to Seller. All amounts paid to Seller subsequent to Closing relating to rents which are due and occupation owing for the period after Closing shall belong to Buyer, provided that before turning said amounts over to Buyer, Seller shall have the right to offset against said amounts any sums otherwise due and owing to Seller pursuant to the terms of this Section 8. Notwithstanding the Leased Premises subject foregoing, if any of such operating expenses and other charges and expenses are payable by tenants under the Leases (collectively, the “Tenant Charges”) on an estimated basis, then the Tenant Charges for the period of time prior to deduction of TDSthe Closing shall be reconciled against actual charges and expenses for such period, at provided that such reconciliation shall not be performed until one hundred twenty (120) days following the rate applicable Closing Date (the “Reconciliation Period”). Buyer shall prepare such final reconciliation (as per law from time approved by Seller) and forward the same to time, which rentals are to be paid in advance, Seller for Seller’s review and approval on or before the seventh day end of the relevant calendar month. The Lease Rentals is exclusive of Service Tax, which the Lessee shall pay/reimburse at the actual rates. The Parties agree that the Lessee will not be liable to pay rent for a period of 5 (five) days from the date of handover of possession of the Demised Premises to the Lessee, in the manner contemplated in Clause [19] below. 3.2 Except as specifically mentioned elsewhere in this Agreement and subject to the deduction of TDS, the Lease Rentals and all other charges payable by the Lessee to the Lessor under / in relation to this Agreement shall be paid free of any restriction or condition and free and clear of and without any withholding, whether on account of tax or otherwiseReconciliation Period. If the Lessee is obliged final reconciliation shows that Seller owes Buyer additional sums, Seller shall deliver such amount to make any counter-claim, set off, deduction or withholding Buyer within ten (10) days after receiving such final reconciliation from any such amount, then the amount payable by the Lessee shall be increased to the extent necessary to ensure that, after making the deduction or withholding, the Lessor receives and retains (free from any liability except for tax on overall income) a net sum equal to the Lease Rentals, if no such counter-claim, set off, deduction or withholding had been required or made. 3.3 In case of any delay in payments by the Lessee to the Lessor after the fourteenth day of the relevant calendar month, the Lessee shall be liable to pay interest at the rate of 18% p.a. from the seventh day of the relevant calendar month until the period of delayBuyer. If the default continues for a period final reconciliation (as approved by Seller) shows that Buyer owes Seller additional sums, Buyer shall pay such amount to Seller within ten (10) days after Buyer’s delivery of 30 (thirty) daysthe final reconciliation to Seller. Other than as set forth above, a written notice there shall not be any further reconciliation of such Tenant Charges after the final reconciliation thereof, the proration of such Tenant Charges pursuant to the final reconciliation being conclusively presumed to be accurate. After the final reconciliation of Tenant Charges is made by and between the parties, Buyer shall be served solely liable and responsible to the Lessee tenants under the Leases for such reconciliation of Tenant Charges under the Leases. The foregoing covenants made by the Lessor. Subsequently on parties with respect to the failure final reconciliation of the Lessee to rectify / remedy Tenant Charges shall survive the said breach within 10(ten) days of delivery of written notice by the Lessor, this Agreement shall, at the option of the Lessor, come to an end and the Lessee shall be required to remove itself, its belongings, employees, etc. from the Leased Premises as detailed in Clause 13.1. However Lessee shall be liable to pay Lease Rentals for remaining Lock-in periodClosing. 3.4 It is specifically agreed between the Parties that the Lease Rentals will commence from the Rent Commencement Date. In the event the Rent Commencement Date starts in the middle of a calendar month, the Lessee shall pay proportionate Lease Rentals for that month.