Common use of REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS Clause in Contracts

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the same. However, Seller represents that all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between Buyer and Seller as of the date of Closing. Buyer shall pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all income and all operating expenses from the Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to all income earned and shall be responsible for all operating expenses of the Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for all operating its proportionate share Buyer Initial: /s/ SM /s/ YM Purchase Agreement for Marie Callender's - Hendxxxxx, XX xx xxx xxxxating expenses of the Entire Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on for the date year of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the Buyer Initial: /s/ RM /s/ CM /s/ BM Purchase Agreement for Arby's Restaurant - Hudsonville, MI date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and Buyer Inital: /s/ DBW /s/ SDW Purchase Agreement for Tractor Supply-Maryville, TN thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and Buyer Initial: /s/ DC Purchase Agreement for Champps Americana Restaurant, Schaumburg, IL thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing; for the period prior to closing, such taxes and asessments shall be the responsibility of Seller, if Tenant shall not pay the same. Seller and Buyer shall likewise pay in proportion to their ownership interests all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the Buyer Initial /s/ AK Jr. Purchse Agreement for Taco Cabana, San Antonio, TX date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Property incurred on and after the date of closing, except as otherwise set forth herein or in if the Occupancy Agreement. To the extent same are not paid by any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as tenant of the Closing dateEntire Property.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. The responsibility for all real property taxes for the current tax period and all expenses (a) The property including but not limited to common area maintenance expenses and fees), if any, that are the responsibility of Seller, shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the same. However, Seller represents that all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated prorated between Buyer and Seller as of the date Closing Date. Seller will provide a credit to Buyer in the amount of Closingany payments collected from Tenant for real estate taxes and any assessments for the year in which the Closing occurs which, as of the Closing Date, have not yet been applied to the payment of real estate taxes and any assessments. Buyer Seller shall pay all taxes be entitled to apply any amounts collected from Tenant to real estate taxes, and any assessments, that become due and payable in the year after Closing and prior to Closing, provided any unpaid installments excess or shortage of special assessments payable therewith and thereafter. (b) The property funds from Tenant to reimburse Seller shall be subject to an occupancy agreement prorated between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closingparties at Closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Property Property, if any, shall be prorated between the parties and adjusted by them as of the date Closing Date. If the Closing shall occur before the actual real estate taxes and special assessments payable during such year are known, the apportionment of such taxes and assessments shall be upon the basis of the most recent real estate tax assessment for the Property (including all improvements thereon); provided that, if the real estate taxes and assessments payable during the year in which Closing occurs are thereafter determined to be more or less than the real estate taxes and assessments payable during the preceding year, Seller and Buyer promptly shall adjust the proration of such taxes and assessments, and Seller or Buyer, as the case may be, shall pay to the other any amount required as a result of such adjustment and these mutual covenants shall not merge with the Deed delivered hereunder but shall survive the Closing. Municipal or other governmental assessments assessed or attributed to periods before the Closing Date shall be paid by Seller in full or deducted from the Purchase Price. Seller shall be entitled to all income earned earned, and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred incurred, prior to the date of Closing, and Closing Date. Buyer shall be entitled to all income earned earned, and shall be responsible for all operating expenses of the Property incurred incurred, on and after the date Closing Date. The Seller agrees to forward all rents received by Seller after Closing to the Buyer within five (5) business days of closingreceipt. Seller shall promptly deliver the Tenant Notice Letter to Tenant upon the Closing. If after Closing, except as otherwise set forth herein the parties discover an error in adjustments and apportionments or in additional information becomes available which would render the Occupancy Agreement. To closing prorations inaccurate, the extent any of said items cannot same shall be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations corrected as soon after their discovery as possible possible. The provision of this Section 10 shall survive the Closing except that no adjustment shall be made later than eighteen (18) months after Closing unless prior to such date the party seeking the adjustment shall have delivered a written notice to the other party specifying the nature and settle basis for such claim. In the event that such claim is valid, the party against whom the claim is sought shall have ten (10) days in which to remit any adjustment as of the Closing datedue.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and Buyer Initial: /s/ DLC Purchase Agreement for Marie Callender Pie Shoxx, Xxx., Xxxxxam, OR thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing, except as otherwise set forth herein or in the Occupancy Agreement. To the extent any of said items cannot be determined at Closing after reasonable efforts, Seller and Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as of the Closing date.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing. Buyer Initial: /s/ T.D. /s/ TH Purchase Agreement for Champps Americana Restaurant, except Schaumburg IL 11. SELLER'S REPRESENTATION AND AGREEMENTS. (a) Seller represents and warrants as otherwise of this date that: (i) Except for the Lease Agreement in existence between AEI Income & Growth Fund XXI Limited Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership and Net Lease Income & Growth Fund 84-A Limited Partnership (as "Landlord") and Champps Americana, Inc. ("Tenant"), dated April 21, 1997 and amended on December 31, 1997, and that Guarantee of Lease in existance between AEI Income & Growth Fund XXI Limited Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership and Net Lease Income & Growth Fund 84-A (as "Lessor") and Champps Americana, Inc. (as "Guarantor") dated April 21, 1997, Seller is not aware of any leases or guarantee of leases of the Property. The above referenced lease agreement has a right of first refusal in favor of the Tenant as set forth herein in Article 34 of said lease agreement, which right will apply to any attempted disposition of Property by Buyer after this transaction. (ii) It is not aware of any pending litigation or condemnation proceedings against the Property or Seller's interest in the Occupancy Agreement. To Property. (iii) Except as previously disclosed to Buyer and as permitted in paragraph (b) below, Seller is not aware of any contracts Seller has executed that would be binding on Buyer after the extent closing date. (b) Provided that Buyer performs its obligations when required, Seller agrees that it will not enter into any of said items cannew contracts that would materially affect the Property and be binding on Buyer after the Closing Date without Buyer's prior consent, which will not be determined at unreasonably withheld. However, Buyer acknowledges that Seller retains the right both prior to and after the Closing after reasonable effortsDate to freely transfer all or a portion of Seller's remaining undivided interest in the Entire Property, Seller and provided such sale shall not encumber the Property being purchased by Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as in violation of the Closing dateterms hereof or the contemplated Co-Tenancy Agreement.

REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS. (a) The property Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of taxes and installments of special assessments due and payable during the period prior to the date of closing. Buyer shall be responsible no need for a prorata share of real estate taxes from February 17, 2000, regardless of the date of closing, and Seller shall be responsible for real estate taxes prior thereto, reserving unto Seller the right to pursue the former occupant for the sametax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full, or shall be as of closing. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be pro-rated between the responsibility of Buyer and Seller as of in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of Closingclosing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) The property shall be subject to an occupancy agreement between Buyer and Seller, which occupancy agreement shall address the payment of rent and responsibility for expenses of maintenance during the period prior to closing. Subject to such agreement and terms therein to the contrary, all All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses not allocated to Buyer under the Occupancy Agreement incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing. Buyer Initial: /s/ SSK Purchase Agreement for Champps Americana Restaurant, except Schaumburg IL 11. SELLER'S REPRESENTATION AND AGREEMENTS. (a) Seller represents and warrants as otherwise of this date that: (i) Except for the Lease Agreement in existence between AEI Income & Growth Fund XXI Limited Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership and Net Lease Income & Growth Fund 84-A Limited Partnership (as "Landlord") and Champps Americana, Inc. ("Tenant"), dated April 21, 1997 and amended on December 31, 1997, and that Guarantee of Lease in existance between AEI Income & Growth Fund XXI Limited Partnership, AEI Net Lease Income & Growth Fund XX Limited Partnership and Net Lease Income & Growth Fund 84-A (as "Lessor") and Champps Americana, Inc. (as "Guarantor") dated April 21,1997, Seller is not aware of any leases or guarantee of leases of the Property. The above referenced lease agreement has a right of first refusal in favor of the Tenant as set forth herein in Article 34 of said lease agreement, which right will apply to any attempted disposition of Property by Buyer after this transaction. (ii) It is not aware of any pending litigation or condemnation proceedings against the Property or Seller's interest in the Occupancy Agreement. To Property. (iii) Except as previously disclosed to Buyer and as permitted in paragraph (b) below, Seller is not aware of any contracts Seller has executed that would be binding on Buyer after the extent closing date. (b) Provided that Buyer performs its obligations when required, Seller agrees that it will not enter into any of said items cannew contracts that would materially affect the Property and be binding on Buyer after the Closing Date without Buyer's prior consent, which will not be determined at unreasonably withheld. However, Buyer acknowledges that Seller retains the right both prior to and after the Closing after reasonable effortsDate to freely transfer all or a portion of Seller's remaining undivided interest in the Entire Property, Seller and provided such sale shall not encumber the Property being purchased by Buyer shall compute such prorations as soon as possible after Closing and settle such adjustment as in violation of the Closing dateterms hereof or the contemplated Co-Tenancy Agreement.