Common use of Leasing Activities Clause in Contracts

Leasing Activities. If the Design Ventures lease is, for any reason, not executed by Design Ventures, then in consideration of Seller depositing the amounts required hereunder in the Escrow Account, Buyer hereby agrees that during the period commencing on the date hereof and ending on the twelve (12) month anniversary of the date hereof (the "SUBSEQUENT LEASING PERIOD"), Seller is hereby granted a license to enter upon the Property for the purposes of, and shall be responsible for, coordinating all leasing activities at the Property for the Vacant Space (but not any other space in the Property). Seller and Buyer each agree to comply with the laws of the State of Illinois in connection with their respective leasing activities. As leasing coordinator, Seller shall work with Buyer's broker to coordinate negotiations with prospective tenants and supervise completion of construction of tenant improvements under leases for the Vacant Space. Buyer shall have the right to reasonably approve all leases executed after the date hereof for Vacant Space; provided however, Buyer has no right to disapprove lease terms equal to or more favorable to the landlord than the terms set forth in the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Buyer agrees to approve or disapprove any lease submitted to Buyer for approval within seven (7) business days after Buyer's receipt thereof and Buyer shall advise Seller of specific reasons for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of Buyer's receipt thereof, such lease shall be deemed approved by Buyer. Seller shall submit all letters of intent to lease to Buyer for execution and Seller shall periodically advise Buyer of the status of lease negotiations during the Subsequent Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, using the standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRE, L.L.C., INLAND WESTERN GURNEE, L.L.C., AND CHICAGO TITLE INSURANCE COMPANY

Leasing Activities. If the Design Ventures lease is, for any reason, not executed by Design Ventures, then in In consideration of Seller depositing the amounts required Exhibit H-3 hereunder in the Escrow Account, Buyer hereby agrees that during the period commencing on the date hereof and ending on the twelve (12) month anniversary of the date hereof (the "SUBSEQUENT LEASING PERIOD"), Seller is hereby granted a license to enter upon the Property for the purposes of, and shall be responsible for, coordinating all leasing activities at the Property for the Vacant Space (but not any other space in the Property). Seller and Buyer each agree to comply with the laws of the State of Illinois in connection with their respective leasing activities. As leasing coordinator, Seller shall work with Buyer's broker to coordinate negotiations with prospective tenants and supervise completion of construction of tenant improvements under leases for the Vacant Space. Buyer shall have the right to reasonably approve all leases executed after the date hereof for Vacant Space; provided however, Buyer has no right to disapprove lease terms equal to or more favorable to the landlord than the terms set forth in the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Buyer agrees to approve or disapprove any lease submitted to Buyer for approval within seven (7) business days after Buyer's receipt thereof and Buyer shall advise Seller of specific reasons for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of Buyer's receipt thereof, such lease shall be deemed approved by Buyer. Seller shall submit all letters of intent to lease to Buyer for execution and Seller shall periodically advise Buyer of the status of lease negotiations during the Subsequent Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, using the standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRE, L.L.C., INLAND WESTERN GURNEEREAL ESTATE ACQUISITIONS, L.L.C., INC. AND CHICAGO TITLE INSURANCE COMPANY

Leasing Activities. If During the Design Ventures lease isContract Period, for any reason, not executed by Design Ventures, then in consideration of Seller depositing the amounts required hereunder in the Escrow Account, Buyer hereby agrees that during Seller shall continue to perform all of Seller's obligations as landlord under the period commencing on Leases. Prior to the date hereof and ending on the twelve (12) month anniversary End of the date hereof (the "SUBSEQUENT LEASING PERIOD")Inspection Period, Seller is hereby granted a license to may enter upon into new Leases, amend, terminate, accept the Property for the purposes surrender of, and shall be responsible foror grant any consent with respect to any Lease, coordinating all leasing activities at or approve the Property for the Vacant Space (but not assignment of any other space in the Property). Lease without Buyer's consent; subject however, to Seller and Buyer each agree to comply with the laws providing a copy of the State relevant document to Buyer within five (5) business days thereafter and in any event at least three (3) business days prior to the End of Illinois in connection with their respective leasing activitiesthe Inspection Period. As leasing coordinatorAfter the End of the Inspection Period, Seller shall work not enter into any new Leases, amend, terminate, accept the surrender of, or grant any consent with respect to any Lease, or approve the assignment of any Lease, without the prior written consent of Buyer, which consent may be given or withheld in Buyer's broker reasonable discretion; provided however, Seller shall have the right, even if Buyer refuses to coordinate negotiations consent, to enter into a Lease amendment with prospective tenants and supervise completion of construction of tenant improvements under leases for the Vacant Space. Buyer Theatre Tenant substantially in the form attached hereto as EXHIBIT "N." Seller shall also have the right to reasonably approve all leases executed after terminate the date hereof for Vacant Space; provided howeverlease with Sound Community Bank (which Tenant is currently located in the area to be demolished in connection with the Theatre Related Improvements), Buyer has no right to disapprove lease terms equal to or more favorable in connection with such Tenant's relocation from the Project to the landlord than "Neighborhood Center" (which is not part of the terms set forth in Project). The relocation of Sound Community Bank to the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Buyer agrees Neighborhood Center is currently expected to approve occur on or disapprove any lease submitted about May 31, 2004. Seller shall promptly after execution thereof deliver to Buyer an executed letter of intent or term sheet, if any, for approval each Lease, amendment, termination, surrender, consent or assignment for which Buyer's consent is to be requested under this Section. Buyer's failure to respond to Seller in writing within seven (7) business days after Buyer's receipt thereof and Buyer shall advise of a written request from Seller of specific reasons for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of seeking Buyer's receipt thereof, such lease consent pursuant to this SECTION 5,1.1 shall be deemed approved conclusively to constitute Buyer's consent to the proposed transaction. Any such request by Seller shall contain a copy of the proposed new Lease, amendment, termination, surrender, consent or assignment and, in the case of a new Lease or an assignment, relevant information in Seller's possession or control regarding the proposed Tenant necessary for Buyer to evaluate the Tenant. Prior to the End of the Inspection Period, Buyer's approval of new Leases or for lease amendments, extensions or terminations shall not be required; provided, however, Seller shall deliver copies of all such Leases or lease amendments, extensions or terminations to Buyer prior to the End of the Inspection Period and if Buyer disapproves any of such Leases or Lease amendments, extensions or terminations prior to the End of the Inspection Period, or if Buyer disapproves the Theatre Lease Amendment and Seller nevertheless executes such Lease amendment (whether before or after the End of the Inspection Period), then the Buyer's Condition set forth in SECTION 4.1.4 hereof shall be deemed not satisfied and Buyer may exercise Buyer's rights under SECTION 4.2 of this Agreement. Seller shall submit all letters agrees to deliver drafts of intent to lease Leases to Buyer for execution review during the Lease negotiation process and Seller shall periodically advise to keep Buyer advised of the status of lease negotiations Lease negotiations. Pursuant to the Escrow and Leasing Agreement, Seller is responsible for payment of all tenant allowances (including construction costs which are the obligation of the landlord under Leases), leasing commissions and other leasing costs to be borne by the landlord under the Leases, if any, executed during the Subsequent Contract Period to the extent of funds deposited therefor under the Escrow and Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, using the standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRE, L.L.C., INLAND WESTERN GURNEE, L.L.C., AND CHICAGO TITLE INSURANCE COMPANYAgreement.

Leasing Activities. If the Design Ventures lease is, for any reason, not executed by Design Ventures, then in In consideration of Seller depositing the amounts required hereunder in the Escrow Account, Buyer hereby agrees that during the period commencing on the date hereof and ending on the twelve (12) month anniversary of the date hereof (the "SUBSEQUENT LEASING PERIOD")Subsequent Leasing Period, Seller is hereby granted a license to enter upon the Property for the purposes of, and shall be responsible for, for coordinating all leasing activities at the Property Project for the Vacant Leased Space (but not any other space in and the Property)Unleased Space. Seller and Buyer each agree to comply with the laws of the State of Illinois Washington in connection with their respective leasing activities. As leasing coordinator, Seller shall work with Buyer's broker to coordinate negotiations with prospective tenants and supervise completion of construction of tenant improvements under leases the Approved Leases for the Vacant Leased Space and the Unleased Space. Seller and Buyer acknowledge that the rentals and other terms set forth in the Leasing Guidelines are general and that the negotiated terms for each Lease may provide for differing rents and terms than those set forth in the Leasing Guidelines, with some Leases having greater rents and some Leases having lower rents. Buyer shall have the right to reasonably approve approve: (i) all leases Leases executed after the date hereof for Vacant Spacehereof; provided however, Buyer has no right to disapprove lease terms equal to or more favorable to the landlord than the terms set forth in the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Leasing Guidelines; and (ii) all prospective Tenants under proposed Leases, based upon all available information, including, without limitation, the financial strength, credit history, and proposed use by such prospective Tenant. Buyer agrees to approve or disapprove any lease Lease submitted to Buyer for approval within seven (7) business days after Buyer's receipt thereof and Buyer shall advise Seller of specific reasons for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of Buyer's receipt thereof, such lease shall be deemed approved by Buyer. Seller shall submit all letters of intent to lease to Buyer for execution and Seller shall periodically advise Buyer of the status of lease negotiations during the Subsequent Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases Leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, which counsel may be Seller's counsel, using the Project's standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRESeller's financial responsibility for leasing is limited to the amounts deposited hereunder; provided however, L.L.C.Seller shall be responsible for all costs related to the Theatre Related Improvements, INLAND WESTERN GURNEE, L.L.C., AND CHICAGO TITLE INSURANCE COMPANYeven if such costs exceed the amount therefor deposited hereunder.

Leasing Activities. If the Design Ventures lease is, for any reason, not executed by Design Ventures, then in In consideration of Seller depositing the amounts required hereunder in the Escrow Account, Buyer hereby agrees that during the period commencing on the date hereof and ending on the twelve (12) month anniversary of the date hereof (the "SUBSEQUENT LEASING PERIOD")Subsequent Leasing Period, Seller is hereby granted a license to enter upon the Property for the purposes of, and shall be responsible for, for coordinating all leasing activities at the Property Project for the Vacant Leased Space (but not any other space in and the Property)Unleased Space. Seller and Buyer each agree to comply with the laws of the State of Illinois Washington in connection with their respective leasing activities. As leasing coordinator, Seller shall work with Buyer's broker to coordinate negotiations with prospective tenants and supervise completion of construction of tenant improvements under leases the Approved Leases for the Vacant Leased Space and the Unleased Space. Seller and Buyer acknowledge that the rentals and other terms set forth in the Leasing Guidelines are general and that the negotiated terms for each Lease may provide for differing rents and terms than those set forth in the Leasing Guidelines, with some Leases having greater rents and some Leases having lower rents. Buyer shall have the right to reasonably approve approve: (i) all leases Leases executed after the date hereof for Vacant Spacehereof; provided however, Buyer has no right to disapprove lease terms equal to or more favorable to the landlord than the terms set forth in the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Leasing Guidelines; and (ii) all prospective Tenants under proposed Leases, based upon all available information, including, without limitation, the financial strength, credit history, and proposed use by such prospective Tenant. Buyer agrees to approve or disapprove any lease Lease submitted to Buyer for approval within seven (7) business days after Buyer's receipt thereof and Buyer shall advise Seller of specific reasons for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of Buyer's receipt thereof, such lease shall be deemed approved by Buyer. Seller shall submit all letters of intent to lease to Buyer for execution and Seller shall periodically advise Buyer of the status of lease negotiations during the Subsequent Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases Leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, which counsel may be Seller's counsel, using the Project's standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRESeller's financial responsibility for leasing is limited to the amounts deposited hereunder; provided however, L.L.C.Seller shall be responsible for all coats related to the Theatre Related Improvements, INLAND WESTERN GURNEE, L.L.C., AND CHICAGO TITLE INSURANCE COMPANYeven if such costs exceed the amount therefor deposited hereunder.

Leasing Activities. If From and after the Design Ventures Effective Date and prior to the expiration of the Due Diligence Period, (a) if any Seller shall consent to any sublease under a Tenant Lease (to the extent such Seller’s consent is required under the Tenant Lease), or receive notification of any sublease, or amend or otherwise modify any Tenant Lease or Ground Lease, and/or (b) if any Seller shall enter into a new ground lease isor tenant lease because any Tenant Lease or Ground Lease expires or is terminated in accordance with its terms (including, for any reasonwithout limitation, not executed due to a default by Design Venturesthe applicable Tenant or Seller or a right of termination of the applicable Tenant set forth therein), then Sellers shall, in consideration each case, promptly provide a copy thereof to Buyer. If Buyer receives any of Seller depositing such copies less than five (5) Business Days prior to the amounts required hereunder expiration of the Due Diligence Period then the Due Diligence Period shall be extended on a day-for-day basis so that Buyer is given five (5) Business Days from receipt of such copies to review such new sublease, tenant lease or ground lease (and in the Escrow Accountcase of such extension, Buyer hereby agrees that during the period commencing on the date hereof and ending on the twelve (12) month anniversary end of the date hereof (term of the "SUBSEQUENT LEASING PERIOD"), Seller is hereby granted a license “Due Diligence Period” shall thereafter refer to enter upon the Property for the purposes of, and shall be responsible for, coordinating all leasing activities at the Property for the Vacant Space (but not any other space in the Propertysuch extended date). Seller From and Buyer each agree to comply with after the laws expiration of the State of Illinois in connection with their respective leasing activities. As leasing coordinatorDue Diligence Period, Seller Sellers shall work with Buyer's broker not consent to coordinate negotiations with prospective tenants and supervise completion of construction of tenant improvements any sublease under leases for the Vacant Space. Buyer shall have the right to reasonably approve all leases executed after the date hereof for Vacant Space; provided however, Buyer has no right to disapprove lease terms equal to or more favorable a Lease (to the landlord than extent such Seller’s consent is required under the terms set forth Tenant Lease) or enter into, or amend or modify any Tenant Lease or Ground Lease, without the prior written consent of Buyer, which consent may be given or withheld in the "LEASING GUIDELINES" attached hereto as EXHIBIT B. Buyer’s sole discretion. Failure of Buyer agrees to approve or disapprove any lease submitted expressly withhold consent in a writing delivered to Buyer for approval Sellers, within seven (7) business days after Buyer's Business Days of receipt thereof and Buyer shall advise Seller of specific reasons request for any such disapprovals. If Buyer fails to approve or disapprove of any lease submitted to Buyer within such seven (7) day period of Buyer's receipt thereofconsent, such lease shall be deemed approved by Buyer’s consent to such request. Seller From and after the Effective Date, Sellers shall submit copy (or “blind” copy) Buyer on any and all letters of intent correspondence received from or sent to lease to Buyer for execution Tenants, Ground Lessors, or subtenants regarding the Tenant Leases, Ground Leases, and Seller shall periodically advise Buyer of subleases (as applicable) at the status of lease negotiations during the Subsequent Leasing Period, including sending drafts of leases to Buyer. During the Subsequent Leasing Period, leases shall be prepared and negotiated through legal counsel recommended by Seller and reasonably approved by Buyer, using the standard form lease prepared by Buyer, or, subject to Buyer's written approval, a tenant form lease. (SIGNATURE PAGE FOLLOWS) SIGNATURE PAGE FOR VACANCY ESCROW AGREEMENT AMONG RUBLOFF GURNEE TOWN CENTRE, L.L.C., INLAND WESTERN GURNEE, L.L.C., AND CHICAGO TITLE INSURANCE COMPANYnotice address below.