Common use of The Master Leases Clause in Contracts

The Master Leases. The Parties hereby establish the arrangement described herein by which AIR may, from time to time, lease, or cause certain of its Affiliates to lease, as Landlord, certain real property that it owns and that is in need of development, redevelopment and/or lease up to DevCo and/or its Affiliates, as Tenant, and in connection therewith, DevCo shall lease, or cause its Affiliates to lease, such real property from AIR or the applicable Affiliate of AIR, as landlord, and cause the development, redevelopment and/or lease-up of such real property, all in accordance with the terms and conditions set forth herein (and, upon the Parties executing a Master Lease for such real property, such real property shall become a Leased Property hereunder). Each time the Parties intend to enter into such a lease arrangement, the Parties will cause their applicable Affiliates to execute a lease agreement with respect to such real property in substantially the form attached hereto as Exhibit A (a “Standard Lease”). Notwithstanding the foregoing, if the Parties mutually desire to execute a lease for a particular real property on a form other than the form of Standard Lease (each, a “Non-Standard Lease”), then the Parties may so enter into a Non-Standard Lease, provided that each Party shall first obtain the approval of a majority of the independent and disinterested directors, (i) in the case of AIR, of AIMCO-GP, Inc., a Delaware corporation, and (ii) in the case of DevCo, of Aimco OP GP, LLC, a Delaware limited liability company (each, a “Director Approval”), to enter into such Non-Standard Lease. Following the Parties’ agreement to enter into a Non-Standard Lease for a Leased Property, each Party will use good faith efforts to obtain its respective Director Approval within ninety (90) days thereafter, and, promptly upon obtaining such approval, shall provide written notice of such approval to the other Party. Notwithstanding the foregoing, if the amount of all Base Rent (as defined in the payments due over the initial term of such Non-Standard Lease together with the aggregate amount of all Base Rent payments due over the initial terms, respectively, of all other then-existing Non-Standard Leases, in the aggregate, comprises less than ten percent (10%) of the aggregate amount of all Base Rent payments due over the initial terms, respectively, of all executed Master Leases (as defined below) existing as of such date, then such Director Approval will not be required in connection with such Non-Standard Lease. For the avoidance of doubt, any lease of a Leased Property entered into pursuant to this Agreement, whether a Standard Lease or a Non-Standard Lease, shall be a “Master Lease”. Upon the execution of a Master Lease, the Leased Property that is the subject thereof will automatically and simultaneously become subject to this Agreement and all of the terms and conditions contained herein shall apply thereto, without the necessity of either Party executing any additional documentation or any amendment to this Agreement.