Common use of Leases and Other Agreements Clause in Contracts

Leases and Other Agreements. Section 7.1 Buyer’s Approval of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration of the Contingency Period, Seller shall provide Buyer a copy of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three (3) business days after the execution thereof and in all events at least three (3) business days prior to the expiration of the Contingency Period, and (ii) after the expiration of the Contingency Period Seller shall not enter into any new Lease or other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, except as permitted or required under any Lease and except for agreements which are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer of Seller’s desire to take such action, then Buyer shall be deemed to have disapproved such matter. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereof.

Leases and Other Agreements. Section 7.1 Buyer’s Approval of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration of the Contingency Period, Seller shall provide Buyer a copy of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three (3) business days after the execution thereof and in all events at least three (3) business days prior to the expiration of the Contingency Period, and (ii) after the expiration of the Contingency Period Seller shall not enter into any new Lease or other agreement affecting the PropertyLease, or modify or terminate any existing Lease (unless otherwise required to do so by the terms of any Lease), including entering into any renewal or extension of a Lease that is not otherwise exercisable by right by an applicable tenant under a Lease without Seller’s consent, or enter into or modify any other agreement affecting that would be binding upon the PropertyBuyer or the Property upon Closing, without Buyer’s consent, which will be binding on the Property after Closing, except as permitted or required under any Lease and except for agreements which are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s approval of the proposed action, which approval will shall not be unreasonably withheld, conditioned or delayed. In such casecase of Buyer’s disapproval, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section ‎Section 7.1 within three five (35) business days after Seller notifies Buyer of Seller’s desire to take such action, then Buyer shall be deemed to have disapproved given its approval. Any new Lease or other agreement or amendment shall be on Seller’s standard forms for such matterdocuments unless otherwise approved by Buyer. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval. Any request for approval by Seller shall include all material details of the proposed transaction including any financial obligations (e.g. tenant improvement allowances, brokerage commissions, etc.) which would be the obligation of Buyer upon Closing if such proposed Lease or agreement, or modification thereof, is approved by Buyer. Seller agrees to communicate to Buyer with respect to any proposed Lease or agreement, or modification thereof, and the details thereof, promptly after Buyer’s approval Seller becomes aware thereof, and Seller shall also provide updates as to the status of any proposed Lease or agreement or any modification thereof, to Buyer from time to time upon request and to advise Buyer of any written notices of default received by Seller from Tenants or issued by Seller to Tenants.

Leases and Other Agreements. Section 7.1 Buyer’s Approval of New Leases and Agreements Affecting the Property. Between After the Effective Date and prior to the Closingend of the Contingency Period, Seller shall continue have the right to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property, provided before entering into a new lease or modifying or terminating an existing lease, or other agreement affecting the Property which will be binding on the Property after Closing, Seller shall notify Buyer of the terms thereof for Buyer’s review; provided however, that if any such notification is made within the last three (i3) prior to the expiration days of the Contingency Period, Seller the Contingency Period shall provide Buyer a copy of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than be extended for three (3) business days after with respect to that notice and that notice only. After the execution thereof Contingency Period and in all events at least three (3) business days prior to the expiration Closing, Seller shall continue to have the right to lease the Property in the same manner as before the making of this Agreement, the Contingency Periodsame as though Seller were retaining the Property, and (ii) after the expiration of the Contingency Period provided that if this Agreement has not been terminated, Seller shall not enter into any new Lease or other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, except as permitted or required under any Lease and except for other agreements which are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer of Seller’s desire to take such action, then Buyer shall be deemed to have disapproved given its approval. Notwithstanding anything set forth herein to the contrary: (a) Buyer hereby approves the leasing transactions described in Schedule 3 attached hereto, and (b) Buyer agrees that Seller may execute leases with such matterprospective tenants on terms consistent with those described in Schedule 3 in all material respects. Any new Lease or other agreement or amendment shall be on Seller’s standard forms for such documents with such revisions negotiated by Seller in good faith and consistent with the economic terms approved by Buyer. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereofapproval.

Leases and Other Agreements. Seller shall not, on or after the date of this Agreement and on or prior to the Closing Date, enter into any Lease pertaining to the Property except pursuant to the terms and conditions set forth in this Section 7.1 Buyer’s Approval 9.2. At any time prior to the Closing Date, in the event that Seller intends to enter into a lease with respect to any portion of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue deliver to lease Buyer a complete copy of the Property in the same manner proposed lease, financial information as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration proposed lessee (with credit reports), and copies of the Contingency Period, Seller all brokerage agreements (or a detailed list of all brokerage obligations) with respect to such lease. Buyer shall provide Buyer a copy review and approve or disapprove of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three such lease within ten (310) business days after the execution thereof and in receipt of all events at least three of the foregoing materials. If all such materials are delivered to Buyer on or prior to ten (310) business days prior to the expiration conclusion of the Contingency Review Period, and if (iia) after such lease (and any brokerage commissions with respect thereto) was negotiated by Seller in good faith and is on market terms, (b) the expiration proposed lessee is creditworthy as determined by Buyer in its reasonable judgment, (c) the proposed use of the Contingency Period Seller shall not enter into any new premises under such Lease or is compatible with the other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on uses in the Property after Closingand is not inconsistent with the general leasing policies of Buyer, except as permitted or required under any determined by Buyer in its reasonable judgment, and (d) the terms and conditions of such Lease and except for agreements which any brokerage commissions payable with respect thereto are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost otherwise acceptable to SellerBuyer in its reasonable discretion, without first obtaining Buyer’s approval of then Buyer shall approve such lease and if and when the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such caseClosing occurs, Buyer shall specify assume all obligations under such lease to pay for or construct tenant improvements and shall assume and pay, as and when due, all brokerage commissions with respect to such lease which commissions were disclosed to and approved by Buyer. In the event that Buyer does not affirmatively approve in detail the reasons for its disapproval of any writing such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any lease within such proposed action requiring its approval under this Section 7.1 within three ten (310) business days after Seller notifies Buyer of Seller’s desire to take such actionday period, then Buyer shall be deemed to have disapproved such matterlease and as long as this Agreement remains effective Seller shall not enter into such lease. Buyer agrees Seller's sole remedy with respect to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring disapproval shall be to terminate this Agreement, by written notice to Buyer not later than five (5) days later the expiration of such ten (10) day period, in which case the Earnxxx Xxxey Deposit, with all interest thereon, shall be refunded to Buyer and this Agreement, and each party's obligations hereunder, shall terminate (except for such rights and obligations that, by the express terms hereof, survive any termination of this Agreement). Notwithstanding the foregoing, after the conclusion of the Review Period, in no event shall Seller enter into any lease with respect to the Property without Buyer’s approval after 's prior written consent, which will not be unreasonably withheld or delayed. After the date hereof, without Buyer’s approval thereof.'s prior written consent (which will not be unreasonably withheld) in

Leases and Other Agreements. Section 7.1 8.1 Buyer’s 's Approval of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property Property, provided that that, (i) prior to the expiration of the Contingency Due Diligence Period, Seller shall provide Buyer a copy of any new Lease lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three (3) business days after the execution thereof (or three (3) days following the Effective Date for any Leases entered into prior to the Effective Date not otherwise delivered to Buyer); provided that Buyer shall not be liable to Seller for any damages or losses that result (i) from Seller’s or its representatives gross negligence or willful misconduct, or (ii) solely as a result of the discovery by Buyer of a pre-existing condition on the Property to the extent the activities of Buyer or Buyer's Agents do not exacerbate the condition and in all events at least three (3) business days prior to the expiration of the Contingency Due Diligence Period, and (ii) after the expiration of the Contingency Period Due Diligence Period, Seller shall not, without first obtaining Buyer's approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed, enter into any new Lease lease or other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, (a) except as permitted or expressly required under any existing Lease and and, (b) except for agreements which are terminable on no more than thirty (30) days’ ' notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s 's approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 8.1 within three (3) business days after Seller notifies Buyer of Seller’s 's desire to take such action, then Buyer shall be deemed to have disapproved given its approval. Any new lease or other agreement or amendment shall be on Seller's standard forms for such matterdocuments. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereof's approval.

Leases and Other Agreements. Section SECTION 7.1 Buyer’s Approval of New Leases and Agreements Affecting the PropertyBUYER'S APPROVAL OF NEW LEASES AND AGREEMENTS AFFECTING THE PROPERTY. Between the Effective Date and the Closing, Seller shall continue to have the right to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property Property, provided that (i) prior to the expiration of the Contingency Period, Seller shall provide Buyer a copy of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three (3) business days after the execution thereof and in all events at least three (3) business days prior to the expiration of the Contingency Period, and (ii) after the expiration of the Contingency Period Seller shall not enter into any new Lease or other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, except as permitted or required under any Lease and except for other agreements which are terminable on no more than thirty (30) days’ ' notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s 's approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer of Seller’s 's desire to take such action, then Buyer shall be deemed to have disapproved given its approval. Notwithstanding anything set forth herein to the contrary: (a) Buyer hereby approves the leasing transactions described in SCHEDULE 3 attached hereto, (b) Buyer agrees that Seller may execute leases with such matterprospective tenants on terms consistent with those described in SCHEDULE 3 in all material respects, and (c) Seller shall pay the Leasing Costs (as defined below) incurred to facilitate such leasing transactions if such leases are executed and delivered by Seller prior to Closing; if Seller has not paid such Leasing Costs by Closing, Seller shall credit Buyer with the estimated Leasing Costs for such leases remaining unpaid as of Closing, regardless of whether such leases have been executed. Any new Lease or other agreement or amendment shall be on Seller's standard forms for such documents with such revisions negotiated by Seller in good faith and consistent with the economic terms approved by Buyer. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereof's approval.

Leases and Other Agreements. Section 7.1 Buyer’s Approval of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to before the expiration of the Contingency Period, Seller shall provide Buyer a copy of any new Lease executed by Seller (and any renewal, extension or any amendment expansion not subject to an agreed fixed rate) must provide for terms consistent with the “Cash Flow Statements” for each Building provided in the Sales Package for the CalTIA Portfolio prepared by Seller’s Broker (the “Sales Package”) or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three (3) business days after the execution thereof and in all events at least three (3) business days prior to the expiration of the Contingency Period, as otherwise approved by Buyer; and (ii) after the expiration of the Contingency Period Seller shall not enter into any new Lease or other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, except as permitted or required under any Lease and except for agreements which are terminable on no more than thirty sixty (3060) days’ notice without payment of any penalty or fee or other cost to Seller, without first obtaining Buyer’s approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer of Seller’s desire to take such action, then Buyer shall be deemed to have disapproved given its approval. Any new Lease or other agreement or amendment shall be on Seller’s standard forms for such matterdocuments. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyerapproval. Prior to expiration of the Contingency Period, Seller’s approval thereofrights hereunder shall be subject to the Seller’s giving Buyer five (5) days prior written notice before entering into any new Leases or agreements affecting the Property and in any case at least three (3) days prior to the expiration of the Contingency Period.

Leases and Other Agreements. Section 7.1 Buyer’s Approval of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue to lease the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property provided Property, provided, however, that (iy) prior to the expiration of the Contingency Period, Seller shall provide written notice to Buyer of its intent to enter into a copy of any new Lease lease or any amendment modify or termination of terminate any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three shall allow Buyer two (32) business days to provide comments to, and/or recommendations with respect to, any such proposed action, provided, however, that Seller shall have no obligation to incorporate or consider any such comments or recommendations, and the determination of whether or not to enter into the Lease or Lease modification or termination shall be in Seller’s sole discretion, and (z) after the execution thereof and in all events at least three (3) business days prior to the expiration of the Contingency Period, and (ii) after the expiration of the Contingency Period Seller shall not enter into any new Lease or other agreement affecting the PropertyLease, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on the Property after Closing, except as permitted or required under any Lease, without first obtaining Buyer’s approval of the proposed action, which approval shall be granted or withheld in Buyer’s sole discretion. In order to be effective, any such request by Seller for Buyer’s approval under part (z) of the immediately preceding sentence shall be accompanied by (i) a copy of any proposed modification or amendment of an existing Lease or a copy of any new Lease that Seller wishes to execute between the expiration of the Contingency Period and the Closing Date, including, without limitation, to the extent not included in the Lease or amendment to Lease, a description of any tenant improvement costs, leasing commissions, free rent and any other concessions associated with any proposed renewal or expansion of an existing Lease or with any such new Lease and (ii) appropriate financial information on the applicable tenant and such other information as Buyer may reasonably require to the extent Seller has such information in its possession. Further, after the expiration of the Contingency Period, Seller shall not enter into any new agreement affecting the Property, or modify or terminate any agreement affecting the Property, which will be binding on the Property after Closing, except for agreements which are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost to Sellerthe Property owner, without first obtaining Buyer’s approval of the proposed action, which approval will not shall be unreasonably withheld, conditioned granted or delayedwithheld in Buyer’s reasonable discretion. In case Buyer disapproves any such caserequest from Seller for approval under this Section 7.1, Buyer shall specify in detail the reasons for its disapproval of any such proposed actionthereof. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer receipt of Seller’s desire to take notice requesting such actionapproval, (accompanied by the documents and materials described above), then Buyer shall be deemed to have disapproved such mattergiven its approval to the action or matter described in Seller’s request. Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereofapproval.

Leases and Other Agreements. Seller shall not, on or after the date of this Agreement and on or prior to the Closing Date, enter into any Lease pertaining to the Property except pursuant to the terms and conditions set forth in this Section 7.1 Buyer’s Approval 9.2. At any time prior to the Closing Date, in the event that Seller intends to enter into a lease with respect to any portion of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue deliver to lease Buyer a complete copy of the Property in the same manner proposed lease, financial information as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration proposed lessee (with credit reports), and copies of the Contingency Period, Seller all brokerage agreements (or a detailed list of all brokerage obligations) with respect to such lease. Buyer shall provide Buyer a copy review and approve or disapprove of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three such lease within ten (310) business days after the execution thereof and in receipt of all events at least three of the foregoing materials. If all such materials are delivered to Buyer on or prior to ten (3l0) business days prior to the expiration conclusion of the Contingency Review Period, and if (iia) after such lease (and any brokerage commissions with respect thereto) was negotiated by Seller in good faith and is on market terms, (b) the expiration proposed lessee is creditworthy as determined by Buyer in its reasonable judgment, (c) the proposed use of the Contingency Period Seller shall not enter into any new premises under such Lease or is compatible with the other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on uses in the Property after Closingand is not inconsistent with the general leasing policies of Buyer, except as permitted or required under any determined by Buyer in its reasonable judgment, and (d) the terms and conditions of such Lease and except for agreements which any brokerage commissions payable with respect thereto are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost otherwise acceptable to SellerBuyer in its reasonable discretion, without first obtaining Buyer’s approval of then Buyer shall approve such lease and if and when the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such caseClosing occurs, Buyer shall specify assume all obligations under such lease to pay for or construct tenant improvements and shall assume and pay, as and when due, all brokerage commissions with respect to such lease which commissions were disclosed to and approved by Buyer. In the event that Buyer does not affirmatively approve in detail the reasons for its disapproval of any writing such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any lease within such proposed action requiring its approval under this Section 7.1 within three ten (310) business days after Seller notifies Buyer of Seller’s desire to take such actionday period, then Buyer shall be deemed to have disapproved such matterlease and as long as this Agreement remains effective Seller shall not enter into such lease. Buyer agrees Seller's sole remedy with respect to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring disapproval shall be to terminate this Agreement, by written notice to Buyer not later than five (5) days later the expiration of such ten (10) day period, in which case the Xxxxxxx Money Deposit, with all interest thereon, shall be refunded to Buyer and this Agreement, and each party's obligations hereunder, shall terminate (except for Buyer’s approval 's obligations under Section 4.6 hereof, which shall survive such termination). Notwithstanding the foregoing, after the conclusion of the Review Period, in no event shall Seller enter into any lease with respect to the Property without Buyer’s approval thereof's prior written consent, which may be granted or withheld in Buyer's sole and absolute discretion. After the date hereof, without Buyer's prior written consent (which will not be unreasonably withheld) in no event shall Seller enter into any agreement or contract with respect to the Property (other than a lease, which shall be governed by the foregoing provisions) which is not terminable on thirty (30) days' prior notice (without premium or penalty).

Leases and Other Agreements. Seller shall not, on or after the date of this Agreement and on or prior to the Closing Date, enter into any Lease pertaining to the Property except pursuant to the terms and conditions set forth in this Section 7.1 Buyer’s Approval 9.2. At any time prior to the Closing Date, in the event that Seller intends to enter into a lease with respect to any portion of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue deliver to lease Buyer a complete copy of the Property in the same manner proposed lease, financial information as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration proposed lessee (with credit reports), and copies of the Contingency Period, Seller all brokerage agreements (or a detailed list of all brokerage obligations) with respect to such lease. Buyer shall provide Buyer a copy review and approve or disapprove of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three such lease within ten (310) business days after the execution thereof and in receipt of all events at least three of the foregoing materials. If all such materials are delivered to Buyer on or prior to ten (310) business days prior to the expiration conclusion of the Contingency Review Period, and if (iia) after such lease (and any brokerage commissions with respect thereto) was negotiated by Seller in good faith and is on market terms, (b) the expiration proposed lessee is creditworthy as determined by Buyer in its reasonable judgment, (c) the proposed use of the Contingency Period Seller shall not enter into any new premises under such Lease or is compatible with the other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on uses in the Property after Closingand is not inconsistent with the general leasing policies of Buyer, except as permitted or required under any determined by Buyer in its reasonable judgment, and (d) the terms and conditions of such Lease and except for agreements which any brokerage commissions payable with respect thereto are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost otherwise acceptable to SellerBuyer in its reasonable discretion, without first obtaining Buyer’s approval of then Buyer shall approve such lease and if and when the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such caseClosing occurs, Buyer shall specify assume all obligations under such lease to pay for or construct tenant improvements and shall assume and pay, as and when due, all brokerage commissions with respect to such lease which commissions were disclosed to and approved by Buyer. In the event that Buyer does not affirmatively approve in detail the reasons for its disapproval of any writing such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any lease within such proposed action requiring its approval under this Section 7.1 within three ten (310) business days after Seller notifies Buyer of Seller’s desire to take such actionday period, then Buyer shall be deemed to have disapproved such matterlease and as long as this Agreement remains effective Seller shall not enter into such lease. Buyer agrees Seller's sole remedy with respect to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring disapproval shall be to terminate this Agreement, by written notice to Buyer not later than five (5) days later the expiration of such ten (10) day period, in which case the Earnest Money Deposit, with all interest txxxxxx, shall be refunded to Buyer and this Agreement, and each party's obligations hereunder, shall terminate (except for Buyer’s approval 's obligations under Section 4.6 hereof, which shall survive such termination). Notwithstanding the foregoing, after the conclusion of the Review Period, in no event shall Seller enter into any lease with respect to the Property without Buyer’s approval thereof.'s prior written consent, which may be granted or withheld in Buyer's sole and absolute discretion. After the date hereof, without Buyer's prior written consent (which will not be unreasonably withheld) in no event shall Seller enter into any agreement or contract with respect to the Property (other than a lease, which shall be governed by the foregoing provisions) which is not terminable on thirty (30) days' prior notice (without premium or penalty). 9.3

Leases and Other Agreements. Seller shall not, on or after the date of this Agreement and on or prior to the Closing Date, enter into any Lease pertaining to the Property except pursuant to the terms and conditions set forth in this Section 7.1 Buyer’s Approval 9.2. At any time prior to the Closing Date, in the event that Seller intends to enter into a lease with respect to any portion of New Leases and Agreements Affecting the Property. Between the Effective Date and the Closing, Seller shall continue deliver to lease Buyer a complete copy of the Property in the same manner proposed lease, financial information as before the making of this Agreement, the same as though Seller were retaining the Property provided that (i) prior to the expiration proposed lessee (with credit reports), and copies of the Contingency Period, Seller all brokerage agreements (or a detailed list of all brokerage obligations) with respect to such lease. Buyer shall provide Buyer a copy review and approve or disapprove of any new Lease or any amendment or termination of any existing Lease and of any new contract or amendment or termination of any existing contract affecting the Property no less than three such lease within ten (310) business days after the execution thereof and in receipt of all events at least three of the foregoing materials. If all such materials are delivered to Buyer on or prior to ten (310) business days prior to the expiration conclusion of the Contingency Review Period, and if (iia) after such lease (and any brokerage commissions with respect thereto) was negotiated by Seller in good faith and is on market terms, (b) the expiration proposed lessee is creditworthy as determined by Buyer in its reasonable judgment, (c) the proposed use of the Contingency Period Seller shall not enter into any new premises under such Lease or is compatible with the other agreement affecting the Property, or modify or terminate any existing Lease or other agreement affecting the Property, which will be binding on uses in the Property after Closingand is not inconsistent with the general leasing policies of Buyer, except as permitted or required under any determined by Buyer in its reasonable judgment, and (d) the terms and conditions of such Lease and except for agreements which any brokerage commissions payable with respect thereto are terminable on no more than thirty (30) days’ notice without payment of any penalty or fee or other cost otherwise acceptable to Seller, without first obtaining Buyer’s approval of the proposed action, which approval will not be unreasonably withheld, conditioned or delayed. In such case, Buyer shall specify in detail the reasons for its disapproval of any such proposed action. If Buyer fails to give Seller notice of its approval or disapproval of any such proposed action requiring its approval under this Section 7.1 within three (3) business days after Seller notifies Buyer of Seller’s desire to take such actionreasonable discretion, then Buyer shall be deemed to have disapproved approve such matter. lease and if and when the Closing occurs, Buyer agrees to cooperate with Seller in enabling Seller to complete any such proposed transaction requiring Buyer’s approval after Buyer’s approval thereof.shall