Common use of Leasing Commissions; Tenant Improvement Allowances Clause in Contracts

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any unpaid leasing commissions, tenant improvement allowances and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) with respect to any Leases which existed prior to the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”), Buyer shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced below, and (ii) assume the obligation for the payment of unpaid Leasing Incentives with respect to Existing Leases as reflected on the updated Schedule 5.7. In addition, Buyer shall be responsible for any and all Leasing Incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this Agreement. If and to the extent Buyer shall be responsible for any such Leasing Incentives in accordance with this Section 5.7, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as of the Effective Date of this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged therein. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. aExcept as otherwise expressly set forth herein, including, without limitation, with regard to Reimbursable Lease Expenses, on or before the Closing Date, Seller shall cause Existing PRDB and Existing Springfield East TIC to pay in full (i) At all leasing commissions and locator’s and finder’s fees due to leasing or other agents for each Space Lease entered into prior to the Effective Date (and subject to) Closingother than leasing brokerage commissions due with respect to renewals, extensions or expansions by Space Tenants pursuant to such Space Leases which occur after the Closing Date, to the extent there are any unpaid leasing commissions, tenant improvement allowances not due and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) with respect to any Leases which existed payable prior to the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”Closing Date), Buyer shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced below, and (ii) assume all tenant improvement allowances for each Space Lease entered into prior to the obligation Effective Date due to Space Tenants under their Space Leases. (viii) Reimbursable Lease Expenses. On the Closing Date, Purchaser shall cause New PRDB and New Springfield East TIC to reimburse Existing PRDB and Existing Springfield Park TIC for any and all Reimbursable Lease Expenses to the payment of unpaid Leasing Incentives with respect extent that the same have been paid by Fee Owners prior to Existing Leases as reflected on the updated Schedule 5.7Closing. In addition, Buyer at Closing, Purchaser shall be responsible for cause New PRDB and New Springfield East TIC to assume the obligations of Existing PRDB and Existing Springfield Park TIC to pay, when due any and all Leasing Incentives in respect Reimbursable Lease Expenses unpaid as of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this AgreementClosing. If and to the extent Buyer Purchaser shall be responsible for any such Leasing Incentives in accordance with this Section 5.7, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, indemnify and hold harmless Sellers Seller from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs fees and litigation expenses) suffered by Sellers as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as of the Effective Date of this Agreement with respect to Seller’s portion of any such Reimbursable Lease Expenses which remain unpaid for any reason at the Existing Leases. Prior to time of Closing, Sellers shall deliver to Buyer an updated version which obligations of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 Purchaser shall survive Closing and not be merged therein. b) Notwithstanding anything contained in the Agreement Closing. Each party shall make available to the contraryother all records, bills, vouchers and other data in such party’s possession verifying Reimbursable Lease Expenses and the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu payment thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any Attached hereto as Schedule 5.7 is list of all unpaid leasing commissions, commissions and tenant improvement allowances and landlord work required as of the Effective Date that are the responsibility of a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) Seller with respect to any Leases which existed prior to exist as of the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”). At (and subject to) Closing, to the extent there are any unpaid leasing commissions and tenant improvement allowances with respect to any Existing Lease, Buyer shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced belowLeases, and (ii) assume the obligation for the payment of unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to Existing Leases as reflected on the updated Schedule 5.7Leases. In addition, Buyer shall be responsible for any and all Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same Date that was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with this Agreement (each a “New Lease” and collectively, the Original Agreement or this Agreement“New Leases”). At (and subject to) Closing, to the extent there are any leasing commissions and tenant improvement allowances with respect to any New Lease that have been paid by a Seller prior to Closing, Buyer shall (i) pay and reimburse to such Seller the amounts paid by such Seller for such leasing commissions, tenant improvement expenses and other leasing incentives with respect to such New Leases, and (ii) assume the obligation for the payment of unpaid leasing commissions, tenant improvement expenses and other leasing incentives with respect to New Leases. If and to the extent Buyer shall be responsible for any such Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in accordance with this Section 5.7the foregoing, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as All of the Effective Date obligations of Buyer under this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged thereinClosing. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any Attached hereto as Schedule 5.7 is list of all unpaid leasing commissions, tenant improvement allowances and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) as of the Effective Date with respect to any Leases which existed prior to exist as of the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”). Prior to Closing, Seller shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were paid by Seller in the ordinary course of business after the Effective Date. At (and subject to) Closing, to the extent there are any unpaid Leasing Incentives with respect to any Existing Lease, Buyer shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced belowabove, and (ii) assume the obligation for the payment of unpaid Leasing Incentives with respect to Existing Leases as reflected on the updated Schedule 5.7. In addition, Buyer shall be responsible for any and all Leasing Incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same Date that was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this Agreement. If and to the extent Buyer shall be responsible for any such Leasing Incentives in accordance with this Section 5.7the foregoing, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers Seller from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers Seller as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as All of the Effective Date obligations of Buyer under this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged thereinClosing. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any unpaid leasing commissions, commissions and tenant improvement allowances and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) with respect to any Leases which existed prior to exist as of the Original Effective Date (each an “"Existing Lease” " and collectively, the “"Existing Leases”"), Buyer Purchaser shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced belowLeases, and (ii) assume the obligation for the payment of unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to Existing Leases as reflected on the updated Schedule 5.7Leases. In addition, Buyer Purchaser shall be responsible for any and all Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same was approved or consented to by Buyer (or deemed approved or consented to by Buyer) Date in accordance with the Original Agreement or this Agreement. If and to the extent Buyer Purchaser shall be responsible for any such Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in accordance with this Section 5.7the foregoing, Buyer Purchaser hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer Purchaser shall indemnify, defend, and hold harmless Sellers Seller from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers Seller as a result of BuyerPurchaser’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list Seller shall indemnify, defend, and hold harmless Purchaser from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Purchaser as a result of all Leasing Incentives as Seller’s failure to pay the aforementioned costs to the applicable broker or tenant in connection with obligations of Seller arising prior to the Closing Date. All of the Effective Date of obligations under this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 11(e) shall survive Closing and not be merged thereinClosing. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any Attached hereto as Schedule 5.7 is list of all unpaid leasing commissions, tenant improvement allowances and landlord work required as a condition to any Tenanttenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) as of the Effective Date with respect to any Leases which existed prior to exist as of the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”). Prior to Closing, Seller shall deliver to Buyer shall (i) receive a credit against the Purchase Price an updated version of Schedule 5.7 to reflect any Leasing Incentives that were paid by Seller or Property Owners in the amount ordinary course of business after the Effective Date. At (and subject to) Closing, to the extent there are any unpaid Leasing Incentives with respect to such any Existing Leases as reflected on the updated Schedule 5.7 referenced belowLease, and (ii) Buyer shall assume the obligation for the payment of unpaid Leasing Incentives with respect to Existing Leases as reflected on the updated Schedule 5.7. In addition, Buyer shall be responsible for any and all Leasing Incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same Date that was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this Agreement. If and to the extent Buyer shall be responsible for any such Leasing Incentives in accordance with this Section 5.7the foregoing, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers Seller from and against any and all actual losses, out-of-pocket costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expensesexpenses but excluding in all cases consequential, punitive, special or speculative) suffered by Sellers Seller as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as All of the Effective Date obligations of Buyer under this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged thereinClosing. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to the extent there are any Attached hereto as Schedule 5.7 is list of all unpaid leasing commissions, commissions and tenant improvement allowances and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively of the “Leasing Incentives”) Effective Date with respect to any Leases which existed prior to exist as of the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”). At (and subject to) Closing, to the extent there are any unpaid leasing commissions and tenant improvement allowances with respect to any Existing Lease, Buyer shall (i) receive a credit against the Purchase Price in the amount of any unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to such Existing Leases as reflected on the updated Schedule 5.7 referenced belowLeases, and (ii) assume the obligation for the payment of unpaid Leasing Incentives leasing commissions and tenant improvement allowances with respect to Existing Leases Leases. Pursuant to the foregoing sentence, but without limiting same, at Closing Buyer shall receive the following credits against the Purchase Price: (i) in respect of the Fast N Furious Japanese Grill Lease, a credit in an amount equal to the leasing commission due in connection with the Lease, tenant improvement allowance owed in connection with the Lease, and monthly base rent and reimbursements due from the tenant under said Lease, prorated for the period from the Closing Date until the rent commencement date under said Lease, as reflected further detailed on Schedule 5.7; and (ii) in respect of the updated T-Mobile Lease, a credit in an amount equal to the outstanding tenant improvement allowance owed in connection with the renewal of said Xxxxx, as further detailed on Schedule 5.7. In addition, Buyer shall be responsible for any and all Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in respect of any new lease or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective Date, provided the same Date that was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this Agreement. If and to the extent Buyer shall be responsible for any such Leasing Incentives leasing commissions, tenant improvement expenses and other leasing incentives in accordance with this Section 5.7the foregoing, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers Seller from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers Seller as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as All of the Effective Date obligations of Seller and Buyer under this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged thereinClosing. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.

Leasing Commissions; Tenant Improvement Allowances. a) At (and subject to) Closing, to Attached hereto as Schedule 5.7 is a list of all unpaid Leasing Expenses as of the extent there are any unpaid leasing commissions, tenant improvement allowances and landlord work required as a condition to any Tenant’s initial obligation to pay Rent (each a “Leasing Incentive” and collectively the “Leasing Incentives”) Effective Date with respect to any the Pending Leases and all Leases which existed prior to exist as of the Original Effective Date (each an “Existing Lease” and collectively, the “Existing Leases”). At (and subject to) Closing, Buyer shall (i) receive a credit against the Purchase Price in the aggregate amount of any all unpaid Leasing Incentives Expenses (less any amount of such Leasing Expenses escrowed by Seller on or before Closing pursuant to the Escrow Agreements (as hereinafter defined)) with respect to such the Pending Leases and Existing Leases (including without limitation, that certain Lease Agreement, dated as reflected on the updated Schedule 5.7 referenced belowof [****], by and between [****] Seller, as “landlord”, and [****], as “tenant”, as assigned to [****]), and (ii) assume the obligation for the payment of such unpaid Leasing Incentives Expenses (less any amount of such Leasing Expenses escrowed by Seller on or before Closing pursuant to the Escrow Agreements) with respect to Pending Leases and Existing Leases as reflected on the updated Schedule 5.7that become due and payable after Closing. In addition, Buyer shall be responsible for any and all Leasing Incentives Expenses in respect of any new lease (excluding the Pending Leases) or any renewal, extension or expansion of any Existing Lease entered into after the Original Effective DateDate that, provided the same in each case, was approved or consented to by Buyer (or deemed approved or consented to by Buyer) in accordance with the Original Agreement or this Agreement. If and to the extent Buyer shall be responsible for any such Leasing Incentives Expenses in accordance with this Section 5.7the foregoing, Buyer hereby expressly assumes the obligation to make such payments following the Closing Date, and Buyer shall indemnify, defend, and hold harmless Sellers from and against any and all losses, costs, expenses, liabilities, claims and damages (including reasonable attorneys’ fees, court costs and litigation expenses) suffered by Sellers as a result of Buyer’s failure to pay the aforementioned costs to the applicable broker or Tenant tenant when they become due and payable. Schedule 5.7 attached hereto is list of all Leasing Incentives as of the Effective Date of this Agreement with respect to the Existing Leases. Prior to Closing, Sellers shall deliver to Buyer an updated version of Schedule 5.7 to reflect any Leasing Incentives that were either paid or agreed to by Sellers in the ordinary course of business after the Effective Date of this Agreement. This Section 5.7 shall survive Closing and not be merged therein. b) Notwithstanding anything contained in the Agreement to the contrary, the tenant improvement allowance shown on Schedule “5.7” for the tenant commonly known as Bob’s Discount Furniture (“Bob’s”) at the Peach Street Property (such allowance, the “Bob’s TI Allowance”) shall not be credited to Buyer at Closing, but in lieu thereof, Peach Street I Seller, the applicable Buyer and Bob’s shall enter into an escrow agreement for the Bob’s TI Allowance in substantially the form as required under the Bob’s Pending Lease (hereinafter defined) at the Peach Street Property (such escrow agreement, the “Bob’s Escrow Agreement”). The Bob’s Escrow Agreement shall be executed on the earlier of the date of (A) the execution of Bob’s Pending Lease, and (B) the Closing, and upon such execution the Peach Street I Seller shall deposit into escrow the amount of the Bob’s TI Allowance, which amount shall be held subject to the terms and conditions of the Bob’s Escrow Agreement. For the avoidance of doubt, in the event that Bob’s Pending Lease has not been executed prior to Closing, Bob’s Escrow Agreement shall describe Bob’s right to Bob’s TI Allowance subject to its execution of and performance under Bob’s Pending Lease as well as the applicable Buyer’s right to Bob’s TI Allowance in the event Bob’s Pending Lease is not executed following Closing or as otherwise applicable pursuant to the terms of Bob’s Pending Lease. c) Promptly after the Effective Date, Sellers shall deliver to Buyer a copy of the leasing commission agreement for the Mooyah's lease set forth on Schedule 5.7 (such commission agreement, the “Mooyah's Commission Agreement”). If the leasing commission for the Mooyah's lease set forth in the Mooyah's Commission Agreement is greater than the amount of such commission set forth on Schedule 5.7, then the parties to this Agreement shall promptly amend Schedule 5.7 to reflect the amount of the leasing commission set forth in the Mooyah's Commission Agreement.