Common use of Pre-Development Phase Clause in Contracts

Pre-Development Phase. During the pre-development phase of the Development Work, Developer’s responsibilities will include, without limitation, the following, to the extent not previously completed: (a) To the extent required for functions not handled by the previously-retained Specialists and Consultants identified on Exhibit B, recommending to Owner planning, architectural, engineering, interior design and other specialists and consultants for the Development Work (collectively, the “Specialists and Consultants”), coordinating the process for the selection by Owner of such Specialists and Consultants for the Development Work (including a competitive bidding process, if requested by Owner), reviewing and analyzing proposals from such Specialists and Consultants, and, following approval thereof by Owner, preparation and/or review and evaluation of proposed contracts between Owner and such Specialists and Consultants and the negotiation of such proposed contracts (it being understood that all such contracts shall be signed by Owner and, therefore, are subject to Owner’s prior approval); (b) Assisting Owner in establishing the design criteria of the Development Work; (c) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (d) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (e) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (f) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permits, resubdivision requirements, offsite improvements, environmental approvals, etc.; (g) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and (h) Assessing the potential tenants, rents, leasing pace, tenant concessions, and other enticements to tenants.

Pre-Development Phase. During the pre-development phase of the Development Work, Developer’s responsibilities will include, without limitation, the following, to the extent not previously completed: (a) To Preparing and refining the extent required for functions not handled Development Budget, the initial draft of which is attached to this Agreement as Exhibit D and which shall be finalized prior to the Closing of the Construction Loan and approved by the previously-retained Specialists Construction Lender. The final Development Budget shall be that version attached to the executed Construction Loan Agreement between Owner and Consultants identified on Exhibit Bthe Construction Lender. The Development Budget shall be broken down into such major categories as Owner may request of Developer, recommending including without limitation, estimated costs of procuring and maintaining entitlements and other permits, design costs, demolition costs, construction costs (both hard and soft costs), marketing costs, project administration costs, financing costs and contingencies, but in all respects separated as between the items constituting “hard costs” and the items constituting “soft costs”, as the same is approved by the Construction Lender. Developer shall be responsible for arranging a commercially reasonable guaranteed maximum price contract for the Project, subject to BR Investor’s consent, same not to be unreasonably withheld, and consent of any Construction Lender. (b) Recommending to Owner planning, architectural, engineering, demolition, interior design and other specialists and consultants for the Development Work (collectively, the “Specialists and Consultants”), coordinating the process for the selection by Owner of such Specialists and Consultants for the Development Work (including a competitive bidding process, if requested by Owner), reviewing and analyzing proposals from such Specialists and Consultants, and, following approval thereof by Owner, preparation and/or review and evaluation of proposed contracts between Owner and such Specialists and Consultants Consultants, and the negotiation of such proposed contracts (it being understood that all such contracts shall be signed by Owner and, therefore, are subject to Owner’s prior approval); (bc) Assisting Owner in establishing the design criteria of the Development Work; (cd) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (de) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (ef) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (fg) Supervising the preparation of preliminary drawings and specifications in accordance with the approved design criteria; (h) Defining the concept for the proposed Project including, without limitation, uses, sizes, physical arrangements and utility requirements; (i) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permits, resubdivision requirements, offsite improvements, environmental approvals, etc.; (gj) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and; (hk) Assessing the potential tenants, rents, leasing pace, tenant concessions, and other enticements to tenants; (l) Preparing preliminary financial analyses of the proposed Project and recommending whether the proposed Project has sufficient probability of a successful implementation to warrant continuing with the Development Work; and (m) Prepare for Owner’s and Construction Lender’s review and approval a detailed project development schedule for the Project (“Project Development Schedule”), including subcategories for permitting, design, demolition and construction of the Project. The Project Development Schedule shall be reviewed by Developer and updated on a regular basis by the Contractor and any revisions will be promptly submitted to Owner and the Construction Lender for review and approval.

Pre-Development Phase. During the pre-development phase of Project (the “Pre-Development WorkPhase”), Developer’s responsibilities will shall include, without limitation, the following, to the extent not previously completed: (a) To Developer shall review the extent required leases, contracts and other documents, agreements and records affecting the Shopping Center, as well as review local zoning and governing laws and initiate contact with local governmental authorities in order to determine the feasibility of Project; (b) Developer shall coordinate the proposed approval and development of Project with all governmental authorities having jurisdiction over Project and all land being acquired in connection with Project, including obtaining all necessary zoning and land-use approvals to allow development of Project and commitments for functions not handled by public infrastructure development involving tax-exempt or tax-increment financing or similar public financial assistance, if such commitments are available and appropriate; (c) Developer shall initiate contact with the previouslyexisting Anchor Tenants and other parties having consent rights to Project, and any new or replacement Anchor Tenants or Junior Anchor Tenants regarding their approval, interest or non-retained Specialists interest in Project, and, for existing Anchor Tenants, their interest in upgrading their own stores; (d) Developer shall coordinate all due diligence activities with respect to Project, including, without limitation, obtaining title, survey, environmental and Consultants identified on Exhibit Bsoil reports with respect thereto; (e) Developer shall prepare or cause to be prepared a conceptual plan outlining Project and shall obtain Owner’s approval of the conceptual plan prior to the commencement of the Design Development Phase; (f) Developer shall prepare a preliminary development schedule for Project (as revised from time to time with Owner’s approval, recommending the “Preliminary Schedule”) and shall obtain Owner’s written approval of said Preliminary Schedule prior to the commencement of the Design Development Phase; (g) Developer shall prepare the preliminary conceptual Development Budget, which shall be broken down into such Budget Categories as Owner may request (as revised from time to time with Owner’s approval, the “Preliminary Budget”) and shall obtain Owner’s written approval of said Preliminary Budget prior to the commencement of the Design Development Phase. Upon request of Owner, Developer shall estimate the cost of any individual design component of Project and provide a preliminary estimate thereof to Owner in writing. All preliminary or conceptual budget information is subject to a margin of error on a line-item basis, but the aggregate numbers should be reasonably reliable for the then current phase of Project; (h) Developer shall recommend to Owner and select all necessary planning, architectural, engineering, interior design design, legal and other specialists and consultants for the Development Work Project (collectively, the “Specialists and Consultants”), coordinating coordinate the process for the selection approval by Owner of such Specialists and Consultants for the Development Work Project (including a competitive bidding process, if requested by Owner), reviewing review and analyzing analyze proposals from such the Specialists and Consultants, andprepare (using outside legal counsel or Developer’s in-house counsel, following approval thereof by Owner, preparation at Developer’s sole discretion) and/or review and evaluation of evaluate proposed contracts between Owner and such the Specialists and Consultants and the negotiation of negotiate such proposed contracts (it being understood that all for approval and signature by Owner. All costs incurred pursuant to such contracts shall be signed payable by Owner and, therefore, are subject to Owner’s prior approval); (b) Assisting Owner in establishing the design criteria of the Development Work; (c) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (d) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (e) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (f) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permits, resubdivision requirements, offsite improvements, environmental approvals, etc.; (g) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and (hi) Assessing At the potential tenantscompletion of the Pre-Development Phase and prior to the commencement of the Design Development Phase, rentsDeveloper shall make a presentation recommending Project for Owner’s approval, leasing pace, tenant concessions, which presentation shall include details on the preliminary design for Project as well as the Preliminary Budget and other enticements to tenantsPreliminary Schedule developed by Developer.

Pre-Development Phase. During the pre-development phase of the Development Work, Developer’s responsibilities will include, without limitation, the following, to the extent not previously completed: (a) To Preparing and refining the extent required for functions not handled Development Budget, the current approved form of which is attached to this Agreement as Exhibit D. The Development Budget shall be broken down into such major categories as Owner may request of Developer, including without limitation, estimated costs of procuring and maintaining entitlements and other permits, design costs, construction costs (both hard and soft costs), tenant improvement costs, marketing costs, project administration costs, financing costs and contingencies, but in all respects separated as between the items constituting “hard costs” and the items constituting “soft costs”, as the same is approved by the previously-retained Specialists and Consultants identified on Exhibit B, recommending Construction Lender; (b) Recommending to Owner planning, architectural, engineering, interior design and other specialists and consultants for the Development Work (collectively, the “Specialists and Consultants”), coordinating the process for the selection by Owner of such Specialists and Consultants for the Development Work (including a competitive bidding process, if requested by Owner), reviewing and analyzing proposals from such Specialists and Consultants, and, following approval thereof by Owner, preparation and/or review and evaluation of proposed contracts between Owner and such Specialists and Consultants Consultants, and the negotiation of such proposed contracts (it being understood that all such contracts shall be signed by Owner and, therefore, are subject to Owner’s prior approval); (bc) Assisting Owner in establishing the design criteria of the Development Work; (cd) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (de) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (ef) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (fg) Supervising the preparation of preliminary drawings and specifications in accordance with the approved design criteria; (h) Defining the concept for the proposed Project including, without limitation, uses, sizes, physical arrangements and utility requirements; (i) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permits, resubdivision requirements, offsite improvements, environmental approvals, etc.; (gj) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and; (hk) Assessing the potential tenants, rents, leasing pace, tenant concessions, and other enticements to tenants; (l) Preparing preliminary financial analyses of the proposed Project and recommending whether the proposed Project has sufficient probability of a successful implementation to warrant continuing with the Development Work; and (m) Prepare for Owner’s and Construction Lender’s review and approval a detailed project development schedule for the Project (“Project Development Schedule”), including subcategories for permitting, design and construction of the Project. The Project Development Schedule shall be reviewed by Developer and updated on a regular basis by the Contractor and any revisions will be promptly submitted to Owner and the Construction Lender for review and approval.

Pre-Development Phase. During the pre-development phase of the Development Work, Developer’s 's responsibilities will include, without limitation, the following, to the extent not previously completed: (a) To Preparing and refining the extent required for functions not handled Development Budget, the initial draft of which is attached to this Agreement as Exhibit D and which shall be finalized prior to the Closing of the Construction Loan and approved by the previously-retained Specialists construction lender. The Development Budget shall be broken down into such major categories as Owner may request of Developer, including without limitation, estimated costs of procuring and Consultants identified on Exhibit Bmaintaining entitlements and other permits, recommending design costs, construction costs (both hard and soft costs), tenant improvement costs, marketing costs, project administration costs, financing costs and contingencies, but in all respects separated as between the items constituting "hard costs" and the items constituting "soft costs", as the same is approved by the construction lender; (b) Recommending to Owner planning, architectural, engineering, interior design and other specialists and consultants for the Development Work (collectively, the “"Specialists and Consultants”"), coordinating the process for the selection by Owner of such Specialists and Consultants for the Development Work (including a competitive bidding process, if requested by Owner), reviewing and analyzing proposals from such Specialists and Consultants, and, following approval thereof by Owner, preparation and/or review and evaluation of proposed contracts between Owner and such Specialists and Consultants Consultants, and the negotiation of such proposed contracts (it being understood that all such contracts shall be signed by Owner and, therefore, are subject to Owner’s 's prior approval); (bc) Assisting Owner in establishing the design criteria of the Development Work; (cd) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (de) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (ef) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (fg) Supervising the preparation of preliminary drawings and specifications in accordance with the approved design criteria; (h) Defining the concept for the proposed Project including, without limitation, uses, sizes, physical arrangements and utility requirements; (i) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permitspermits , resubdivision requirements, offsite improvements, environmental approvals, etc.; (gj) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and; (hk) Assessing the potential tenants, rents, leasing pace, tenant concessions, and other enticements to tenants; (l) Preparing preliminary financial analyses of the proposed Project and recommending whether the proposed Project has sufficient probability of a successful implementation to warrant continuing with the Development Work; and (m) Prepare for Owner's and construction lender's review and approval a detailed project development schedule for the Project ("Project Development Schedule"), including subcategories for permitting, design and construction of the Project. The Project Development Schedule shall be reviewed by Developer and updated on a regular basis by the Contractor and any revisions will be promptly submitted to Owner and the construction lender for review and approval.

Pre-Development Phase. During the pre-development phase of the Development Work, Developer’s responsibilities will include, without limitation, the following, to the extent not previously completed: (a) To Preparing and refining the extent required for functions not handled Development Budget, the initial draft of which is attached to this Agreement as Exhibit D and which shall be finalized prior to the Closing of the Construction Loan and approved by the previously-retained Specialists construction lender. The Development Budget shall be broken down into such major categories as Owner may request of Developer, including without limitation, estimated costs of procuring and Consultants identified on Exhibit Bmaintaining entitlements and other permits, recommending design costs, construction costs (both hard and soft costs), tenant improvement costs, marketing costs, project administration costs, financing costs and contingencies, but in all respects separated as between the items constituting “hard costs” and the items constituting “soft costs”, as the same is approved by the construction lender; (b) Recommending to Owner planning, architectural, engineering, interior design and other specialists and consultants for the Development Work (collectively, the “Specialists and Consultants”), coordinating the process for the selection by Owner of such Specialists and Consultants for the Development Work (including a competitive bidding process, if requested by Owner), reviewing and analyzing proposals from such Specialists and Consultants, and, following approval thereof by Owner, preparation and/or review and evaluation of proposed contracts between Owner and such Specialists and Consultants Consultants, and the negotiation of such proposed contracts (it being understood that all such contracts shall be signed by Owner and, therefore, are subject to Owner’s prior approval); (bc) Assisting Owner in establishing the design criteria of the Development Work; (cd) Supervising the preparation of boundary and topographic surveys of the Property or applicable portions thereof; (de) Supervising the preparation of environmental site assessments and geotechnical reports of the Property to the extent not yet prepared by or on behalf of Owner by Developer; (ef) Supervising the preparation of site plans showing the location of roads, utilities, buildings, parking areas and other improvements to be constructed in connection with the Development Work; (fg) Supervising the preparation of preliminary drawings and specifications in accordance with the approved design criteria; (h) Defining the concept for the proposed Project including, without limitation, uses, sizes, physical arrangements and utility requirements; (i) Analyzing the entitlements required for the proposed Project including zoning, parking requirements, traffic studies, site plan approvals, wetlands permits, DOT access permits, resubdivision requirements, offsite improvements, environmental approvals, etc.; (gj) If applicable, analyzing major tenant restrictions in the supplemental agreements, leases, and other documents pertaining to the Project; and; (hk) Assessing the potential tenants, rents, leasing pace, tenant concessions, and other enticements to tenants; (l) Preparing preliminary financial analyses of the proposed Project and recommending whether the proposed Project has sufficient probability of a successful implementation to warrant continuing with the Development Work; and (m) Prepare for Owner’s and construction lender’s review and approval a detailed project development schedule for the Project (“Project Development Schedule”), including subcategories for permitting, design and construction of the Project. The Project Development Schedule shall be reviewed by Developer and updated on a regular basis by the Contractor and any revisions will be promptly submitted to Owner and the construction lender for review and approval.