Common use of Record Access and Retention Clause in Contracts

Record Access and Retention. At Purchaser’s request, Seller shall provide to Purchaser (at Purchaser’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser access to, such factual information as may be requested by Purchaser in its sole discretion, and in the possession of Seller, or its property manager or accountants, to enable Purchaser’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial statements of the Property for the year to date of the year in which Closing occurs plus the three (3) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller). Purchaser shall be responsible for all out-of-pocket costs associated with any such audit. Seller shall cooperate (at no cost to Seller) with Purchaser and its auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requested, historical financial statements for the Property to the extent in Seller’s possession, including (without limitation) income and balance sheet data for the Property, whether required before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser such financial and other information as may be requested by Purchaser or any affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authority. Seller shall maintain its records for use under this Section 35 for a period of not less than twelve (12) months after the Closing Date. The provisions of this Section shall survive Closing.

Record Access and Retention. At Purchaser’s request, Seller shall provide to Purchaser (at Purchaser’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser access to, such factual information as may be requested by Purchaser in its sole discretion, and in the possession of Seller, or its property manager or accountants, to enable Purchaser’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial statements of the Property for the year to date of the year in which Closing occurs plus the three (3) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller). Purchaser shall be responsible for all out-of-pocket costs associated with any such audit. Seller shall cooperate (at no cost to Seller) with Purchaser and its auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requested, historical financial statements for the Property to the extent in Seller’s possession, including (without limitation) income and balance sheet data for the Property, whether required before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser such financial and other information as may be requested by Purchaser or any affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authority. Seller shall maintain its records for use under this Section 35 41 for a period of not less than twelve (12) months after the Closing Date. The provisions of this Section shall survive Closing. [Remainder of page intentionally left black. Signature page follows.]

Record Access and Retention. At Purchaser’s request, Seller shall promptly provide to Purchaser (at Purchaser’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser reasonable access to, such factual information and historical financial statements for the Property, including (without limitation) income and balance sheet data for the Property and operating statements (provided that such income and balance sheet data and operating statements shall only be provided by Seller directly to Purchaser’s auditors, Ernst and Young, pursuant to an obligation not to disclose to Purchaser or to any other third-party), as may be reasonably requested by Purchaser in its sole discretionPurchaser, and in the possession or control of Seller, or its property manager or accountants, to enable Purchaser’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial income statements of the Property for the year to date of the year in which Closing occurs plus the three two (32) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller)years. Purchaser shall be responsible for all out-of-pocket costs costs, including Seller’s costs, associated with any such this audit. Seller shall reasonably cooperate (at no cost to Seller) with Purchaser and its Purchaser’s auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requested, historical financial statements for the Property to the extent in Seller’s possession, including (without limitation) income and balance sheet data for the Property, whether required before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser such financial and other information as may be requested reasonably required by Purchaser or any affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authority. Seller’s obligation to maintain its records for use under this Section shall be an on-going condition to Purchaser’s obligation to Close, and Seller shall maintain its records for use under this Section 35 for a period of not less than twelve two (122) months years after the Closing Date. The provisions of this Section shall survive Closing.

Record Access and Retention. At Purchaser’s request, Seller shall promptly provide to Purchaser Buyer (at PurchaserBuyer’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser Buyer reasonable access to, such factual information and historical financial statements for the Property, including (without limitation) income and balance sheet data for the Property and operating statements (provided that such income and balance sheet data and operating statements shall only be provided by Seller directly to Buyer’s auditors, Ernst and Young, pursuant to an obligation not to disclose to Buyer or to any other third-party), as may be reasonably requested by Purchaser in its sole discretionBuyer, and in the possession or control of Seller, or its property manager or accountants, to enable PurchaserBuyer’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial income statements of the Property for the year to date of the year in which Closing occurs plus the three two (32) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller)years. Purchaser Buyer shall be responsible for all out-of-pocket costs associated with any such this audit. Seller shall reasonably cooperate (at no cost to Seller) with Purchaser and its Buyer’s auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requested, historical financial statements for the Property to the extent in Seller’s possession, including (without limitation) income and balance sheet data for the Property, whether required before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser Buyer such financial and other information as may be requested reasonably required by Purchaser Buyer or any affiliate of Purchaser Buyer to make any required filings with the Securities and Exchange Commission or other governmental authority. Seller’s obligation to maintain its records for use under this Section shall be an on-going condition to Buyer’s obligation to Close, and Seller shall maintain its records for use under this Section 35 for a period of not less than twelve two (122) months years after the Closing Date. The provisions of this Section shall survive Closing.4555356.6 37

Record Access and Retention. At Purchaser’s request, Seller shall provide to Purchaser (at Purchaser’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser reasonable access to, such factual information as may be reasonably requested by Purchaser in its sole discretionPurchaser, and in the possession or reasonable control of Seller, or its property manager or accountantsaccountants (without any requirement for Seller to compile, categorize or otherwise organize such information), to enable facilitate Purchaser’s auditor to in the conduct of an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial income statements of the Property for the year to date of the year in which Closing occurs plus the three two (32) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller). Purchaser shall be responsible for all out-of-pocket costs associated with any such this audit. Seller shall reasonably cooperate (at no cost to Seller) with Purchaser and its Purchaser’s auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requestedrequested by such auditor, historical financial statements for the Property to the extent in Seller’s possessionProperty, including (without limitation) income and balance sheet data for the Property, whether required requested before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at obligation to maintain its records for use under this Section 8.24 shall be an on-going condition to Closing for Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser such financial and other information as may be requested by Purchaser or any affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authoritybenefit until Closing. Seller shall maintain its records for use under this Section 35 8.24 for a period of not less than twelve (12) months one year after the Closing Date. The provisions of this Section shall survive Closing.. [Signature Pages Follow] SIGNATURE PAGES TO REAL ESTATE CONTRACT BY AND BETWEEN ORI PARK, INC. AND RESOURCE REAL ESTATE OPPORTUNITY OP, LP

Record Access and Retention. At Purchaser’s requestPrior to Closing, Seller shall promptly provide to Purchaser Buyer (at PurchaserBuyer’s sole cost and expense) copies of, or at Purchaser’s option shall provide Purchaser Buyer reasonable access to, such factual information as may be reasonably requested by Purchaser in its sole discretionBuyer, and in the possession or control of Seller, or its property manager or accountants, to enable PurchaserBuyer’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the financial income statements of the Property for the year to date of the year in which Closing occurs plus the three two (32) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller). Purchaser shall be responsible for all out-of-pocket costs associated with any such audit. Seller shall cooperate Following Closing, (at no cost to SellerA) with Purchaser and its auditor in Purchaser’s preparation and review of such information and the conduct of such audit. In addition, to the extent available Seller agrees to provide to Purchaser or any affiliate of Purchaser, if requested, historical financial statements for the Property to the extent in Seller’s possession, including (without limitation) income and balance sheet data for the Property, whether required before or after Closing. Without limiting the foregoing, (i) Purchaser or its designated independent or other auditor may audit Seller’s operating statements of the Property, at Purchaser’s expense, and, to the extent available, Seller shall provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall, to the extent available, furnish to Purchaser such financial and other information as may be requested by Purchaser or any affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authority. Seller shall maintain its records for use under this Section 35 retain for a period of not less than twelve eighteen (1218) months after the Closing DateDate all documents included on the Retention List (defined below) and (B) Seller shall promptly provide to Buyer (at Buyer’s expense) copies of, or shall provide Buyer reasonable access to, any items on the Retention List as may be reasonably requested by Buyer to enable Buyer’s auditor to conduct an audit, in accordance with Rule 3-14 of Securities and Exchange Commission Regulation S-X, of the income statements of the Property for the year to date of the year in which Closing occurs plus the two (2) immediately preceding calendar years (provided, however, that other than fees paid or payable to Seller, a Seller affiliate or a third party for on-site property management, such audit shall not include an audit of asset management fees internally allocated by Seller (as opposed to paid to a third party) or interest expenses attributable to the Seller). The provisions For purposes of this Section shall survive Closing.10.22, the term “Retention List” means a list of documents provided by Buyer to Seller prior to Closing which constitutes a comprehensive list of all documents Buyer may need in order to comply with the terms of this Section 10.22