Common use of Document Review Clause in Contracts

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s 's sole cost and expense, such documents and information respecting the Property as Purchaser shall reasonably request, including all of the following which, to Seller’s Knowledge, the extent the same are in Seller’s 's possession or control (collectively, the “"Documents”"): all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser's sole cost and expense), architectural, mechanical and structural plans, specifications or drawings related to the original development of the Improvements or any major capital repairs or tenant improvements, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering for the current tax period of Seller’s ownership of and the Propertytax period immediately preceding same; Seller’s its most current lease schedule rent roll in the form attached hereto as Exhibit F (the “Lease Schedule”"Rent Roll"); three (3) year historical and current year operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits; capital expenditure history for last three (3) years, together with current year capital expenditure budget; utility bills for last three (3) years and current year; and copies of all property and liability insurance policies for the Property. Such inspections To the extent Seller has not, prior to the date hereof, delivered, or made available, copies of the Documents to Purchaser or the Licensee Parties, Seller shall do so within three (3) calendar days after the Effective Date. To the extent Seller does not possess a set of any architectural, mechanical and structural plans, specifications or drawings relating to the Property which are in the possession of a third party, Seller shall reasonably cooperate with Purchaser in obtaining such plans from the third party, if requested by Purchaser. Inspections of any Documents for which Seller has not provided Purchaser and the Licensee Parties a copy shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s 's counsel, Seller’s 's property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, accounting and income tax records and similar proprietary, elective or confidential internal information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for involved in determining the desirability of Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWTHIS AGREEMENT OR IN THE DOCUMENTS EXECUTED OR DELIVERED AT CLOSING (THE "CLOSING DOCUMENTS"), SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF ANY OF THE DOCUMENTS OR THE SOURCES THEREOFTHEREOF OR THAT SELLER HAS DELIVERED ALL OF THE DOCUMENTS. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT OR IN THE CLOSING DOCUMENTS, SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF ANY OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, Apex Agreement, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation PeriodNotwithstanding that Purchaser has completed its due diligence review, Purchaser and the Licensee Parties shall have the continuing right to review and inspect, at Purchaser’s sole cost and expense, any and all of the following which, to Seller’s Knowledge, the extent the same are in Seller’s and/or the Property Owner’s possession or control (collectively, the “Documents”): all existing environmental final environmental, engineering or consulting reports and studies of the Real PropertyProperty that have been prepared for Property Owner, and/or Seller, real estate tax billsbills (and all agreement(s) relating to payments in lieu of real estate taxes), together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of SellerProperty Owner’s ownership of the Property; Seller’s most current the Schwab Lease and related lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”)and sublease files; current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits; the Leasing Commission Agreements; and such other documents, files and items as Purchaser shall reasonably request, including, without limitation, all documents relating to Seller’s LLC Interests. Such inspections shall occur at a location reasonably selected by Seller, which may be at the office of Seller, Seller’s counsel, SellerProperty Owner’s property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Unless otherwise expressly set forth herein, Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance maintenance, operation, ownership and/or management of the Property, including, without limitation, all of Seller’s and/or Property Owner’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or other proprietary and confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing evaluating the Property, obtaining financing for the transaction contemplated herein and consummating the transactions contemplated herein. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partnerspartners or other investors, accountants, lenders and lenders’ advisors, title agents, consultants, lenders or investors any other Licensee Parties (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining evaluating the desirability of Property, providing financing for the transaction contemplated herein and consummating the transaction contemplated hereby or otherwise involved in performing Purchaser’s acquisition of the Propertyobligations under this Agreement. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants the Schwab Parties are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has and Property Owner have not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by SellerSeller and Property Owner, and any such claims are expressly rejected by Seller and Property Owner and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent for the Permitted Outside Parties with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to SellerProperty Owner’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWSECTIONS 8.1, 8.2 AND 8.3, SELLER OR SELLER ENTITY HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Seller agrees to permit Purchaser, its authorized agents or representatives, upon at least 48 hours prior written notice, at either the Evaluation Periodoffice of Seller, Purchaser and Seller's property manager or at the Licensee Parties shall have Real Property (at Seller's option), the right to review and inspect, at Purchaser’s sole cost and expense, all of inspect the following whichfollowing, to Seller’s Knowledge, the extent same are in Seller’s possession or control 's possession: (collectively, the “Documents”): all existing i) environmental reports and studies prepared at the request of Seller, (ii) the Real Property, real estate tax bills, together with current year's assessments (special or otherwise), ad valorem and personal property tax billsbills as well as ad valorem and other property tax statements relating to the Property for the immediately preceding two (2) tax years, covering (iii) its most recent resident rent roll, (iv) copies of the period form lease, leasing applications, and security deposit documents used by Seller for leasing apartments at the Improvements and a copies of the Contracts, (v) a summary of all capital expenditures commencing with Seller’s ownership 's acquisition of the Property including invoices, contracts and/or work orders pertaining to carpet replacement window replacement and appliance replacement; (vi) any plans and specifications (including the as-built plans), (vii) Seller's most current owner's title insurance policy and title documents relating to the Property, (viii) all documents pertaining to any leased Personalty, (ix) all warranties, guaranties and bonds relating to the Property, or any part thereof, (x) a copy of all income and expense statements for the Property, for the year-to-date commencing with Seller's acquisition of the Property (prepared on a monthly basis), (xi) a current schedule of rental rates for each type of unit within the Improvements, and such other pertinent information regarding the resident leases and rental units as is reasonably available to Seller, including, without limitation a schedule of the appliances and amenities included in each type of rental unit, (xii) a copy of all certificates of occupancy for the Improvements, swimming pool permits, boiler permits and other licenses and permits for the Property, (xiii) a list of all employees currently employed in the operation of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F , setting forth his/her name and position, (the “Lease Schedule”); current operating statements; historical financial reports; the Leasesxiv) invoices, lease filescontracts and/or work orders pertaining to, Service Contracts, any regular maintenance and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, repair at the Real Property since Seller's acquisition of the Property (xv) a copy of all utility bills for the Real Property since Seller's acquisition of the Property, excluding individually metered resident utility bills, (xvi) copies of any pending litigation of safety related issues with respect to the Property, (xvii) a current Personalty inventory, and (xviii) such other books, records, leasing files, contracts, agreements and information relating to the Property that are in an electronic “war room” Seller's possession or any are readily available to Seller and as may be required by Purchaser's accountants to perform a complete audit of the aboveProperty for the twelve (12) month period ended December 31, 1995 (collectively, "Documents"). Purchaser at its expense shall have the right to make photocopies of the Documents. Notwithstanding anything in this Section 3.2 to the contrary, Purchaser shall not have the right to review inspect or inspect materials not directly related to make copies of any appraisals of the leasing, maintenance and/or management Property or any documents in Seller's possession involving Seller's acquisition of the Property, including, without limitation, Seller’s any internal e-mails and memoranda, financial budgets or projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesany other prospective purchasers. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided will be delivered to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XIIExcept as required by applicable security laws or as required by any national securities exchange on which Purchaser's common stock is listed, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII3.2. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. Notwithstanding the foregoing, to the extent required by any national securities exchange on which Purchaser's common stock is registered or if required by the Securities and Exchange Commission, Purchaser may include a copy of this Agreement in its required filings with the Securities and Exchange Commission. (c) Purchaser shall return all of the Purchaser's Information (as hereinafter defined), on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of the Documents or the sources thereof Seller has not undertaken any independent investigation as to the truth, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser. Notwithstanding any provision of this Agreement to the contrary, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERno termination hereof shall terminate Purchaser's obligations pursuant to Section 3.2.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit F attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(ii) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. This Section 5.2(b) shall terminate upon the consummation of the transaction contemplated by this Agreement. (c) Purchaser shall return all copies of the Due Diligence Documents that Purchaser has received from Seller, and shall destroy (and, if requested by Seller, such destruction shall be certified to in writing by Purchaser to Seller) all documents, memoranda, notes and other writings (including computer disks) prepared by Purchaser or any of the representatives or agents of Purchaser as a result of the review of, or based upon, the Due Diligence Documents, on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. This Section 5.2(c) shall terminate upon the consummation of the transaction contemplated by this Agreement. (d) Purchaser acknowledges that some of the Initial Documents and/or the Due Diligence Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of any of the Initial Documents and/or the Due Diligence Documents or the sources thereof, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHwhether prepared by Seller or third parties. Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Initial Documents and/or the Due Diligence Documents and is providing the Initial Documents and/or the Due Diligence Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement shall terminate the obligations of Purchaser pursuant to this Section 5.2. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHExcept as expressly provided in Sections 5.2(b) and 5.2(c), ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERthe provisions of this Section 5.2 shall survive the Closing and the delivery of the Deed (as defined in Section 8.2(b)(i)).

Document Review. (a) During the Evaluation Inspection Period, Purchaser and the Licensee Parties shall have the right following not less than twenty-four (24) hours prior notice to review Seller (which may be by electronic mail), Seller agrees to allow Buyer and Buyer's Authorized Agents to inspect, at Purchaser’s sole cost and Buyer's expense, all any of the following which, to the extent in Seller's possession or readily available to Seller’s Knowledge: survey of the Land, are in Seller’s possession or control owner's title insurance policy, a current rent roll, the Leases, copies of real estate tax bills and utility bills for the past 12 months, current insurance premiums, and the Contracts (collectively, "Documents"). Except as otherwise set forth in Section 9 or as set forth in the “"Seller's Closing Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments " (special or otherwiseas defined below), ad valorem Buyer acknowledges and personal property tax billsagrees that Seller makes no representations or warranties, covering express or implied, regarding the period of Seller’s ownership of Property or the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the PropertyDocuments, including, without limitation, Seller’s internal e-mails with respect to the qualifications of the parties having prepared such materials, or the accuracy or completeness of such Documents, or Buyer's right to rely on any such Documents. Additionally, within seven (7) business days after the Effective Date, Seller shall provide Buyer with copies of those due diligence items set forth on Exhibit "I" attached hereto and memorandaincorporated herein (the "Due Diligence Delivery Items"), financial projectionswhich additionally shall be deemed to be included within the term "Documents" for all purposes of this Agreement. Notwithstanding any provision herein to the contrary, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges in the event that any and Seller fails to provide Buyer with all of the Documents may Due Diligence Delivery Items within the time period set forth above, then Buyer shall notify Seller accordingly in writing, and in the event Seller then fails to delivery any such missing item to Buyer within three (3) business days following Buyer's notice to Seller, it is agreed that the Inspection Period automatically shall be proprietary and confidential extended one day for each such day of delay in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability delivery of purchasing the Property. Subject only to the provisions of Article XIIall such items, Purchaser agrees not to disclose the contents exceed an aggregate of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors thirty (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver30) days. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s 's sole cost and expense, all of the following which, to Seller’s 's Knowledge, are in Seller’s 's possession or control (collectively, the “Documents”"DOCUMENTS"): all existing environmental reports and studies of the Real Property, Environmental Reports (which Purchaser shall have the right to have updated at Purchaser's sole cost and expense); real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s 's ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Leasing Commission Agreements, Spectrasite Agreements, Service Contracts, Contracts and Licenses and Permits; engineering reports and studies pertaining to the Property; budgets and appraisals pertaining to the Property; and proposals for work not actually undertaken that are in Seller's files located at the Real Property. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s 's counsel, Seller’s 's property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertakenundertaken (other than proposals for work not actually undertaken that are in Seller's files located at the Real Property), income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s 's organization other than its employees, agents, attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”"PERMITTED OUTSIDE PARTIES"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE MAY BE EXPRESSLY SET FORTH IN SECTION 8.1 BELOWOF THIS AGREEMENT, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Within two (2) Business Days of the Evaluation PeriodEffective Date, Purchaser and the Licensee Parties Seller shall have the right deliver to review and inspect, at Purchaser’s sole cost and expense, all Buyer copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): (i) the most recent rent roll statement with respect to the Property prepared by Seller, in the form and containing such information as customarily maintained by Seller from time to time, together with copies of all Leases referenced on such rent roll and copies of any subleases or amendments relating thereto and Tenant correspondence in Seller’s possession; (ii) the Existing Surveys; (iii) all Service Contracts; (iv) Seller’s existing environmental reports policies of title insurance; and studies (v) any of the Real Property, following items pertaining to the Property to the extent they exist and are in Seller’s possession: copies of utility and real estate tax billsbills for the current year and the immediately preceding calendar year; monthly cashflow reports for the current year to date; copies of all engineering studies and environmental audits, together reports and studies, including any asbestos surveys, in connection with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reportscopies of all plans and blueprints; the Leases, lease files, Service Contracts, and Licenses and Permits; and any lists of Personal Property. Such inspections shall occur at a location selected by SellerNotwithstanding anything to the contrary contained herein, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser (i) Buyer shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential informationinformation (the “Proprietary Information”), and engineering reports (ii) the Tenant correspondence files and studies.copies of plans and blueprints shall not be delivered to Buyer but shall be made available to Buyer for inspection at the Property or at the office of the property manager for the Property,. Agreement of Sale and Purchase (b) Purchaser Buyer acknowledges that any and all of the Documents may be are proprietary and confidential in nature and have been provided to Purchaser Buyer solely to assist Purchaser Buyer in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser Buyer agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of PurchaserBuyer’s organization other than its attorneys, partners, accountants, agentsengineers, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser Buyer further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within PurchaserBuyer’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of PurchaserBuyer’s acquisition of the Property, and Buyer shall be responsible for ensuring that such persons and Permitted Outside Parties maintain the confidentiality of such Documents as required by this Agreement and the Confidentiality Agreement. Purchaser Buyer further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser Buyer agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.5.2

Document Review. (a) During the Evaluation PeriodSeller has made available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room (the “data room”), or by being made available at the office of the following whichProperty’s property manager (with assistance from the property manager in identifying the exact location of specific materials), the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most currently available rent roll; (iv) operating statements and rent rolls for the stub-period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two calendar years; (the “Lease Schedule”); current operating statements; historical financial reports; the v) copies of Tenant Leases, lease filesService Contracts (including commission agreements), Service and Existing Tenant Work Contracts, Project Improvement Contracts, and Licenses and Permits. Such inspections shall occur at ; (vi) a location selected by Sellercurrent inventory of the Personal Property; (vii) engineering, which may be at mechanical and other drawings, blueprints and specifications and similar documentation relating to the office of Seller, Property; and (viii) such other written materials in Seller’s counselpossession or control regarding the Property as Purchaser may reasonably request (collectively, the “Documents”). “Documents” shall not include (and Seller shall have no obligation to provide written materials requested by Purchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, reports or assessments of Seller or Seller’s Affiliates to the extent relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or its property managers’ operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); or (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or its Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management future performance of the Property, includingor (9) any Reserved Company Assets. Except for the representations expressly made in Section 8.1 hereto, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective Seller makes no other representation or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or warranty as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization accuracy or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships completeness of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverDocuments. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and continuing thereafter until Closing or the earlier termination of this Agreement, the ROFO (RM) Parties and the Licensee Parties shall have the right to review review, inspect and inspectcopy, at Purchaser’s the ROFO (RM) Parties’ sole cost and expense, all of the following which, to SellerMC Owner’s Knowledge, are in SellerMC Owner’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property and Improvements commissioned by MC Owner (which the ROFO (RM) Parties shall have the right to have updated at the ROFO (RM) Parties’ sole cost and expense), existing surveys of the Real Property, “as built” plans and specifications for the existing Improvements, operating statements, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, and any tax agreements for payments in lieu of taxes covering the period of SellerMC Owner’s ownership of the Redemption Property; SellerMC Owner’s most current lease schedule in the form attached hereto as Exhibit F G (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits, the Association Documents and all other documents used in connection with the operation or ownership of the Real Property except for the Protected Information. Such inspections shall occur at a location selected by SellerMC Owner, which may be at the office of SellerMC Owner, SellerMC Owner’s counsel, SellerMC Owner’s property manager, at the Real Property, in an electronic “war room” Property or any of them, or some or all of the aboveDocuments may be delivered to the ROFO (RM) Parties in electronic format or as hard copies or may be made available to the ROFO (RM) Parties for review electronically. Purchaser The ROFO (RM) Parties shall not have the right to review or inspect MC Owner’s materials which are attorney client privileged or which incorporate proprietary analytical or operational tools of MC Owner, MCRC, MCRLP or any of their respective affiliates and/or materials not directly related to the leasing, operation, maintenance and/or management of the Redemption Property, including, without limitation, SellerMC Owner’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesdrawings, plans and specifications for possible capital projects or development, and accounting and tax records (other than operating statements) (collectively “Protected Information”) information. (b) Purchaser The ROFO (RM) Parties acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser the ROFO (RM) Parties solely to assist Purchaser the ROFO (RM) Parties in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees prior to Closing, the ROFO (RM) Parties agree not to disclose the contents of the Documents or the results of the Investigations or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s the ROFO (RM) Parties’ organization other than HIG, its affiliates, the Licensee Parties and the ROFO (RM) Parties’ and HIG’s attorneys, partners, accountants, agents, consultants, or prospective lenders or and investors and their respective counsel and accountants (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser The ROFO (RM) Parties further agrees agree that within its organization, or and as to the Permitted Outside Parties, the Documents Documents, the contents thereof, and/or the results of the Investigations will be disclosed and exhibited prior to Closing only to those persons within Purchaser’s the ROFO (RM) Parties’ organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s the ROFO (RM) Parties’ acquisition of the Redemption Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser the ROFO (RM) Parties and the Permitted Outside Parties to review the Documents and other information to assist Purchaserthe ROFO (RM) Parties, Seller MC Owner has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by SellerMC Owner, and any such claims are expressly rejected by Seller MC Owner and waived by Purchaser the ROFO (RM) Parties and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser the ROFO (RM) Parties is acting as an agent with regard to such waiver. The ROFO (RM) Parties agree prior to Closing that all such information shall be kept confidential by the ROFO (RM) Parties and all Permitted Outside Parties and their respective employees, agents and contractors. If prior to Closing disclosure of any of such confidential information is required pursuant to law, or pursuant to court or other administrative process, then the ROFO (RM) Parties and all Permitted Outside Parties, as the case may be, shall give immediate written notice to MC Owner, specifying to whom and why such disclosure is required, and no such disclosure shall be made if MC Owner objects, unless and until a determination requiring the disclosure is made by a court of competent jurisdiction or the ROFO (RM) Parties or one of the Permitted Outside Parties is advised by counsel that disclosure prior to such time is required by law. MC Owner shall have the right to interpose all objections that MC Owner may have to the disclosure prior to Closing, and the ROFO (RM) Parties shall, and shall make reasonable efforts to cause all Permitted Outside Parties and their respective employees, agents and contractors, at no cost to MC Owner, to reasonably cooperate prior to Closing with MC Owner in connection with such objections, including giving testimony and signing affidavits, certifications or other documentation as may be required by MC Owner, provided the information contained in the affidavits, certifications or other documentation is true and accurate. Prior to the initial entry upon the Real Property and/or Improvements, the ROFO (RM) Parties shall advise anyone acting on behalf of the ROFO (RM) Parties, including the Permitted Outside Parties, of the terms of this confidentiality provision and their obligation to be bound by it. This confidentiality provision shall survive the expiration or earlier termination of this Agreement, but shall not survive Closing. It is understood and agreed that any Documents provided hereunder or information contained therein shall not be deemed confidential if it is of public record or otherwise generally available to the public. (c) Purchaser The ROFO (RM) Parties acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ▇▇▇▇-▇▇▇▇’▇ ownership of the Redemption Property. PURCHASER THE ROFO (RM) PARTIES HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWHEREIN, SELLER MC OWNER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER MC OWNER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND AND, EXCEPT AS EXPRESSLY SET FORTH HEREIN, IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERTHE ROFO (RM) PARTIES.

Document Review. (a) During Prior to the Effective Date, Purchaser has had the opportunity to review the Lease, Master Deed and related condominium association documents as posted in Broker's on-line data room (the "Data Room"). In addition, during the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s 's sole cost and expense, all of the following which, to Seller’s 's Knowledge, are in Seller’s 's possession or control (collectively, the “"Documents”"): the Lease, all existing environmental reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser's sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, bills covering the period of Seller’s 's ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reportsengineering reports and studies; the Leases, lease files, Service Contracts, Leasing Commission Agreement; and the Licenses and Permits. Such inspections The Documents shall occur be available through the Data Room or for inspection (and copying) at a location selected by Seller's Affiliate's offices in Roseland, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the aboveNew Jersey. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been are being provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agents, consultants, Licensee Parties or lenders or investors (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those within the Permitted Outside Parties who are responsible for determining involved in the determination of the desirability of Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, THAT EXCEPT AS MAY BE EXPRESSLY SET FORTH ELSEWHERE IN SECTION 8.1 BELOWTHIS AGREEMENT OR ANY OF THE CLOSING DOCUMENTS, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION EXCEPT AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.MAY BE EXPRESSLY SET FORTH

Document Review. (a1) During Seller shall on the Evaluation PeriodEffective Date commence diligent efforts (which efforts shall continue through, Purchaser and be completed by, the Licensee Parties fourteenth (14th) day after the Effective Date) to make available to Buyer, for review at reasonable times up to and including the earlier to occur of the Contingency Date or Disapproval Deadline, complete copies of such documents and materials as Seller may actually maintain, and as shall be reasonably available to Seller, from among those listed on the Exhibit G attached to and made a part of this Agreement (altogether, to the extent required of Seller to be made available, the “Due Diligence Documents”). Such Due Diligence Documents shall be provided to Buyer, in paper and/or electronic format, for Buyer’s review at one or more secured locations specified by Seller; if Buyer shall wish to have Buyer’s own photocopies or paper-based reproductions of Due Diligence Documents so provided, Buyer shall provide to Seller, before the Disapproval Deadline, one or more lists of Due Diligence Documents to be photocopied or reproduced, and Seller shall thereafter promptly provide to Buyer such photocopies or reproductions, subject only to Buyer’s expressed agreement to reimburse Seller for Seller’s actual and documented out-of-pocket expenses incurred in producing such photocopies and reproductions. Buyer acknowledges that Seller may or may not maintain records of every type listed on the attached Exhibit G, and thus agrees that Seller shall have no obligation whatsoever to create, begin to maintain, or deliver or make available to Buyer pursuant to this Section 4(a) any documents or materials other than those that have been or are maintained by Seller in the right ordinary course of Seller’s business. (2) Without in any other way modifying Seller’s obligations under Section 4(a)(1) of this Agreement, and without in any way modifying Buyer’s covenants and obligations under this Agreement (including, without limitation, Buyer’s covenants and obligations under Section 20(a) of this Agreement) with respect to review the Due Diligence Documents, Seller specifically hereby agrees, as part of Seller’s diligent efforts under Section 4(a)(1), above, as follows: that Seller, within five (5) days after the Effective Date, shall transmit to Buyer in electronic format complete copies of such documents and inspectmaterials as Seller may actually maintain, at Purchaser’s sole cost and expenseas shall be reasonably available to Seller, all from among (as contemplated under item 5 of the following whichExhibit G attached to and made a part of this Agreement ) “any and all written, third-party reports and data, and of any agency correspondence received by Seller within two (2) years immediately preceding the Effective Date, regarding soil conditions, ground water, wetlands, underground storage tanks, subsurface conditions and/or other environmental or physical conditions relating to Seller’s Knowledgethe Subject Property, are in Seller’s possession or control (collectively, the “Documentscontrol.”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s 's sole cost and expense, all of the following which, to Seller’s Knowledge, which are in Seller’s 's possession or control (collectively, the “Documents”"DOCUMENTS"): all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser's sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s 's ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the LeasesLease, lease files, Service Contracts, and Licenses and Permits, Intangible Property and such other documents, files and items as Purchaser shall reasonably request. Such inspections shall occur at a location reasonably selected by Seller, which may be at the office of Seller, Seller’s 's counsel, Seller’s 's property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance maintenance, operation, ownership and/or management of the Property, including, without limitation, all of Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or proprietary and confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, consultants, lenders investors or investors any other Licensee Parties (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”"PERMITTED OUTSIDE PARTIES"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s 's acquisition of the PropertyProperty or otherwise involved in performing Purchaser's obligations under this Agreement. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants Tenant are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH REPRESENTED IN SECTION 8.1 BELOW8.1(J), SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. EXCEPT AS REPRESENTED IN SECTION 8.1(J), SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Prior to the Effective Date, Purchaser has had the opportunity to review the Lease as posted in Broker’s on-line data room (the "Data Room"). In addition, during the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “"Documents”"): the Lease, all existing environmental reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, bills covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reportsengineering reports and studies; the Leases, lease files, Service Contracts, Leasing Commission Agreement; and the Licenses and Permits. Such inspections The Documents shall occur be available through the Data Room or for inspection (and copying) at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the aboveoffices. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been are being provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, Licensee Parties or lenders or investors (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those within the Permitted Outside Parties who are responsible for determining involved in the determination of the desirability of Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, THAT EXCEPT AS MAY BE EXPRESSLY SET FORTH ELSEWHERE IN SECTION 8.1 BELOWTHIS AGREEMENT OR ANY OF THE CLOSING DOCUMENTS, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. EXCEPT AS MAY BE EXPRESSLY SET FORTH ELSEWHERE IN THIS AGREEMENT OR ANY OF THE CLOSING DOCUMENTS, SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit E attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(ii) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.such

Document Review. (a) During the Evaluation PeriodSeller shall make available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following whichproperty manager, the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most currently available rent roll and operating statements and rent rolls for the stub period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two (the “Lease Schedule”)2) calendar years; current operating statements; historical financial reports; the (iv) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits; (v) all property condition assessments commissioned by Seller and all engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property; (vi) all written notices relating to any non-compliance of Governmental Regulations received by Seller during its period of ownership regarding the Property, and (vii) all written notices received by Seller during its period of ownership regarding the release or existence of any Hazardous Substances in, on, under or about the Property in violation of Governmental Regulations (collectively, the “Documents”). Such inspections Purchaser acknowledges that it has received copies of all the Tenant Leases listed on Exhibit F, and the Service Contracts listed on Exhibit B, including the commission agreements listed on Exhibit D. “Documents” shall occur at a location selected not include (and Seller shall have no obligation to provide materials requested by SellerPurchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, which may be at the office reports or assessments of Seller, Seller or Seller’s counselAffiliates relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or its property manager’s operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or Seller’s Affiliates (other than evidence of due authorization and organization as 18 may be required under this Agreement); (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management future performance of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective ; or confidential information, and engineering reports and studies. (b9) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only documents pertaining to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverReserved Company Assets. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Seller has made available, or during the Evaluation PeriodProperty Approval Period will make available, Purchaser and the Licensee Parties shall have the right either by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives or electronic access to the Seller’s data room, all of the following whichfollowing, to Seller’s Knowledge, are the extent in Seller’s or its property manager’s possession or control control, to Purchaser and its Licensee Parties for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most current lease schedule in the form attached hereto as Exhibit F currently available rent roll; (the “Lease Schedule”)iv) operating statements and rent rolls for calendar years 2013, 2014, and year-to-date 2015; current operating statements; historical financial reports; the Leases(v) copies of Property Agreements, lease filesTenant Lease, Breaktime Lease, Service Contracts, and Licenses and Permits; and (vi) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property (collectively, the “Documents”). Such inspections In addition, Seller shall occur at a location selected promptly make available to Purchaser, either by delivery of materials to Purchaser’s representatives or electronic access to the Seller’s data room, which any other materials relating to the Property that may be at reasonably requested by Purchaser and that are within the office possession or control of Seller, Seller’s counsel, Seller or Seller’s property manager, at . Documents shall not include (1) any document which would be subject to the Real Property, in an electronic “war room” or attorney-client privilege; (2) any document which Seller is obligated to keep confidential; (3) any documents pertaining to the marketing of the above. Purchaser shall not have Property for sale to prospective purchasers (other than the right offering memorandum provided to review Purchaser); (4) any internal memoranda, reports or inspect materials not directly related assessments of Seller or Seller’s Affiliates to the leasing, maintenance and/or management extent relating to Seller’s valuation of the Property; (5) any appraisals of the Property, including, without limitation, whether prepared internally by Seller or Seller’s internal e-mails and memorandaAffiliates or externally; (6) any documents which are confidential or proprietary (such as Seller’s or Seller’s property manager’s operation manuals, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective software programs or confidential information, and engineering reports and studiesother electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); or (7) any materials projecting the future performance of the Property. (b) Purchaser acknowledges that any and all of the Documents (including information related to leasing arrangements with existing and prospective Tenants) may be proprietary and confidential in nature and have been provided shall be made available to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees shall not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentsconsultants, consultantsadvisors, Affiliates, lenders or investors, including potential lenders or potential investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, ) or as otherwise permitted pursuant to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII12.1. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Upon Seller’s written request, Purchaser shall promptly destroy all copies Purchaser has made (and computer files of same) of any Documents containing confidential information before or after the execution of this Agreement, not later than ten (10) Business Days following the time this Agreement is terminated for any reason, and provide Seller with a certified notice of the completion of such destruction. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWexcept as expressly provided in this Agreement, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller’s Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser, except as otherwise expressly provided in this Agreement.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, which are in Seller’s possession or control (collectively, the “Documents”): all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the LeasesLease, lease files, Service Contracts, and Licenses and Permits, Intangible Property and such other documents, files and items as Purchaser shall reasonably request. Such inspections shall occur at a location reasonably selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance maintenance, operation, ownership and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or proprietary and confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultants, lenders investors or investors any other Licensee Parties (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the PropertyProperty or otherwise involved in performing Purchaser’s obligations under this Agreement. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants Tenant are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH REPRESENTED IN SECTION 8.1 BELOW8.1(j), SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. EXCEPT AS REPRESENTED IN SECTION 8.1(j), SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Purchaser expressly acknowledges and confirms that, prior to the Evaluation expiration of the Inspection Period, Purchaser and the Licensee Parties its authorized agents or representatives shall have reviewed, inspected, examined, analyzed, verified and photocopied, or had the right opportunity to review and review, inspect, examine, analyze, verify and photocopy, at Purchaser’s sole cost and expenseeither the office of Seller, all of Seller's property manager or at the Real Property, the following which, relative to Seller’s Knowledge, are in Seller’s possession or control the Property (collectively, the “"Documents”"): all (i) existing environmental reports and studies of the Real Property, real estate tax bills, together with ; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period year preceding the Effective Date; (iii) copies of Seller’s ownership the Tenant Leases, the Service Contracts, the Licenses and Permits, the Warranties (to the extent written) and the Records and Plans; (iv) a current inventory of the Personal Property; (v) a copy of the rent roll for the Property; and (vi) copies of any correspondence in Seller’s most current lease schedule in 's possession received by Seller from any Tenant, any parties to the form attached hereto as Exhibit F (Service Contracts or Warranties, and any governmental authorities with respect to any violations by Landlord with respect to the “Lease Schedule”); current operating statements; historical financial reports; the Tenant Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by SellerPermits and Warranties, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesas applicable. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, members, accountants, agentsappraisers, engineers, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s 's acquisition of the Property, or the feasibility of a potential investment therein. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants the Tenant are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser will return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser's inspection of the Property (collectively, "Purchaser's Information") not later than ten (10) Business Days following the time this Agreement is terminated for any reason. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller's Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser's obligations pursuant to this Section 5.2 and such obligations shall expressly survive the termination of this Agreement.

Document Review. (a) During Purchaser expressly acknowledges and confirms that, prior to the Evaluation Periodexecution and delivery of this Agreement, Purchaser and its authorized agents or representatives have reviewed, inspected, examined, analyzed, verified and photocopied, or had the Licensee Parties shall have the right opportunity to review and review, inspect, examine, analyze, verify and photocopy, at Purchasereither the office of Seller, Seller’s sole cost and expenseproperty manager or at the Real Property, all of the following which, relative to Seller’s Knowledge, are in Seller’s possession or control the Property (collectively, the “Documents”): all existing (i) certain environmental reports and studies of the Real Property, real estate tax bills, together with Property as set forth more particularly on Exhibit G attached hereto; (ii) certain assessments (special or otherwise), ad valorem and personal property tax bills, covering the year preceding the Effective Date; (iii) Seller’s most current rent roll (the “Rent Roll”); (iv) certain operating statements covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in (v) copies of the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Tenant Leases, lease files, Service Contracts, and certain Licenses and Permits. Such inspections shall occur at Permits and the Records and Plans; and (vi) a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any current inventory of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Personal Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose prior to the Closing Date the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultants, lenders investors or investors such other parties as may be reasonably necessary to assist Purchaser in determining the feasibility of consummating the transaction contemplated by this Agreement (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. Notwithstanding the foregoing, Seller shall have no claim of privilege or confidentiality with respect to any of the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants after the Closing Date. (c) If the Closing fails to occur, Purchaser will return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser’s inspection of the Property (collectively, “Purchaser’s Information”) not later than ten (10) Business Days following the time this Agreement is terminated for any reason. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller’s Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.2.

Document Review. 11. No later than two (a2) During Business Days following the Evaluation PeriodEffective Date and to the extent not already available on the Effective Date, Purchaser and the Licensee Parties Seller shall have the right make available, either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Broker’s data room, or by being made available at the office of the following whichProperty’s property manager, the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued to Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Propertycurrent year; (iii) Seller’s most currently available rent roll; (iv) operating statements for the stub period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior four (the “Lease Schedule”)4) calendar years; current operating statements; historical financial reports; the (v) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits, and Guaranties; and (vi) all documents listed on Schedule 5.2 attached hereto, to the extent available (collectively, the “Documents”). Such inspections “Documents” shall occur at a location selected not include (and Seller shall have no obligation to provide written materials requested by SellerPurchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, which may be at the office reports or assessments of Seller, Seller or Seller’s counselAffiliates; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller reasonably considers proprietary (such as Seller’s or its property managers’ operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or its Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); or (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition future performance of the Property. Purchaser further acknowledges that Except for the Documents and representations expressly made in Section 8.1 hereof, Seller makes no other information relating representation or warranty as to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege accuracy or claim of confidentiality with respect thereto, and no third party benefits or relationships completeness of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERDocuments.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit D attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(ii) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. This Section 5.2(b) shall terminate upon the consummation of the transaction contemplated by this Agreement. (c) Purchaser shall return all copies of the Due Diligence Documents that Purchaser has received from Seller, and shall destroy (and, if requested by Seller, such destruction shall be certified to in writing by Purchaser to Seller) all documents, memoranda, notes and other writings (including computer disks) prepared by Purchaser or any of the representatives or agents of Purchaser as a result of the review of, or based upon, the Due Diligence Documents, on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. This Section 5.2(c) shall terminate upon the consummation of the transaction contemplated by this Agreement. (d) Purchaser acknowledges that some of the Initial Documents and/or the Due Diligence Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of any of the Initial Documents and/or the Due Diligence Documents or the sources thereof, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHwhether prepared by Seller or third parties. Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Initial Documents and/or the Due Diligence Documents and is providing the Initial Documents and/or the Due Diligence Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement shall terminate the obligations of Purchaser pursuant to this Section 5.2. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHExcept as expressly provided in Sections 5.2(b) and 5.2(c), ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERthe provisions of this Section 5.2 shall survive the Closing and the delivery of the Deed (as defined in Section 8.2(b)(i)).

Document Review. (a) During Purchaser expressly acknowledges and confirms that, on or before the Evaluation PeriodInspection Date, Purchaser and its authorized agents or representatives will have reviewed, inspected, examined, analyzed, verified and photocopied, or had the Licensee Parties shall have the right opportunity to review and review, inspect, examine, analyze, verify and photocopy, at Purchasereither the office of Seller, Seller’s sole cost and expenseproperty manager or at the Real Property, all of the following which, relative to Seller’s Knowledge, are the Property to the extent in Seller’s possession or control (collectively, the “Documents”): all (i) the existing environmental reports and studies of the Real Property, real estate tax bills, together with Property set forth on Exhibit O attached hereto; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of year preceding the PropertyEffective Date; (iii) Seller’s most current lease schedule in the form attached hereto as Exhibit F rent roll (the “Lease ScheduleRent Roll”); current (iv) operating statementsstatements for the three (3) previous calendar years; historical financial reports; (v) copies of the Tenant Leases, lease files, the Service Contracts, and the Licenses and Permits. Such inspections shall occur at Permits and the Records and Plans; and (vi) a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any current inventory of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Personal Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the PropertyProperty and to confirm the accuracy of the matters set forth herein. Subject only to the provisions of Article XII, prior to the Closing, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its advisors, attorneys, partners, insurers, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and confidential in nature. Prior to the Closing, Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser will return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser before or after the execution of this Agreement, in connection with Purchaser’s inspection of the Property (collectively, “Purchaser’s Information”) not later than ten (10) Business Days following the time this Agreement is terminated for any reason. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller’s Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.2.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.this

Document Review. (a) During the Evaluation PeriodSeller has made available and will continue to make available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following whichProperty’s property manager, the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives and prospective lenders for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most currently available rent roll; (iv) operating statements and rent rolls the stub period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two calendar years; (the “Lease Schedule”); current operating statements; historical financial reports; the v) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits; (vi) a current inventory of the Personal Property; and (vii) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property (collectively, the “Documents”). Such inspections Purchaser acknowledges that it has received copies of all the Tenant Leases listed on Exhibit F-1, and the Service Contracts listed on Exhibit B-1, including the commission agreements listed on Exhibit D. “Documents” shall occur at a location selected not include (and Seller shall have no obligation to provide written materials requested by SellerPurchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, which may be at the office reports or assessments of Seller, Seller or Seller’s counselAffiliates to the extent relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or its property managers’ operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or its Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); or (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition future performance of the Property. Purchaser further acknowledges that Except for the Documents and representations expressly made in Section 8.1 hereof, Seller makes no other information relating representation or warranty as to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege accuracy or claim of confidentiality with respect thereto, and no third party benefits or relationships completeness of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERDocuments.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, the extent that they are in Seller’s possession or control readily available to Seller (collectively, the “Documents”): (i) all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty and Improvements (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), official correspondence related to Hazardous Substances; (ii) real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most (iii) current lease schedule in operating statements and rent rolls; (iv) title reports and policies; (v) surveys; (vi) as-built plans; (vii) zoning reports; (viii) warranties; licenses, permits and approvals pertaining to the form attached hereto as Exhibit F operation of the Real Property and Improvements; (ix) service and maintenance contracts; and (x) all leases and licenses and other unrecorded agreements granting any third parties any present or future right to use any portion of the Property. Within five (5) Business Days after the Effective Date, Seller shall deliver to Purchaser copies of the Documents. Purchaser acknowledges that (A) Seller has posted the Documents to a third-party hosted website (the “Lease ScheduleIntralinks Site”); current operating statements; historical financial reports; (B) the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at Intralinks Site is a location selected by Seller, which may be at the office suitable method of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any delivery of the aboveDocuments to Purchaser; and (C) Purchaser has been granted confidential access to the Intralinks Site to inspect the Documents. Purchaser shall not have the right to review or inspect materials not directly related to the ownership, operation, leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Propertytransaction contemplated herein. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s respective organization other than its Purchaser’s attorneys, partners, potential partners, accountants, agentslenders, consultantspotential lenders, lenders investors or potential investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the its Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such the Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWOTHERWISE PROVIDED HEREIN, SELLER HAS NOT MADE AND DOES NOT MAKE ANY MAKES NO REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND DOCUMENTS. SELLER IS PROVIDING THE DOCUMENTS TO PURCHASER SOLELY AS AN ACCOMMODATION TO PURCHASERACCOMMODATION.

Document Review. (a) During the Evaluation PeriodSeller shall make available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following which, to SellerProperty’s Knowledge, are property manager provided the same cannot reasonably be placed in Seller’s possession or control (collectivelyelectronic virtual data room and Seller identifies the same as available only in the office of the Property’s property manager in a notice delivered to Purchaser prior to the Effective Date, the “Documents”): following, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most current lease schedule in the form attached hereto as Exhibit F currently available rent roll (the “Lease ScheduleRent Roll”); (iv) Operating Statements and rent rolls for the stub period of the current operating statementscalendar year plus the prior two calendar years; historical financial reports; the (v) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at ; (vi) a location selected by Seller, which may be at current inventory of the office of Seller, Personal Property; (vii) to the extent in Seller’s counselpossession or control, engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property; and (viii) to the extent in Seller’s property managerpossession or control, at all those other documents and materials described on Exhibit N (collectively, the Real Property“Documents”). Purchaser acknowledges that it has received copies of all the Tenant Leases listed on Exhibit F, and the Service Contracts listed on Exhibit B. Subject to the limitations set forth in an electronic the next sentence and Section 5.2(b), Seller shall reasonably cooperate with Purchaser to provide additional documents or information regarding the Property reasonably requested by Purchaser or Purchaser’s prospective lenders. “war roomDocuments” shall not include (and Seller shall have no obligation to provide written materials requested by Purchaser or its lender that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the above. Purchaser shall not have the right Property for sale to review prospective purchasers, including any separate agreements with Broker; (4) any internal memoranda, reports or inspect materials not directly related assessments of Seller or Seller’s Affiliates to the leasing, maintenance and/or management extent relating to Seller’s valuation of the Property; (5) any appraisals of the Property, including, without limitation, whether prepared internally by Seller or Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective Affiliates or confidential information, and engineering reports and studies. externally; or (b6) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only materials projecting or relating to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition future performance of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Throughout the Evaluation PeriodDue Diligence Period and, if this Agreement is not terminated, thereafter (but subject to Section 5.1 above), Purchaser and the Licensee Parties shall its authorized agents or representatives will have the right opportunity to review and review, inspect, examine, analyze, verify and photocopy, at Purchaser’s sole cost and expensethe office of Seller, all of non-privileged, non-confidential and/or non-proprietary documents and materials relating to the following which, to Seller’s Knowledge, Property that are in Seller’s 's possession or control (collectively, the “Documents”): all existing environmental reports and studies of "DOCUMENTS"), including (without limitation) the Real Property, real estate tax bills, together with following: (i) assessments (special or otherwise), ) and ad valorem and personal property tax bills; (ii) the most current rent roll for the Real Property and the Improvements (the "RENT ROLL"); (iii) operating statements for the Property for calendar year 1999, covering calendar year 2000 and the period first ten (10) months of calendar year 2001; and (iv) copies of the Tenant Lease, the Service Contracts, the Licenses and Permits, and the Records and Plans. Notwithstanding the foregoing, in no event shall Purchaser be entitled to review, inspect, examine, analyze, verify or photocopy any materials relating to Seller’s ownership 's proposed sale of the Property to, or negotiations with, Purchaser or with any other proposed prior purchaser of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentsconsultants, consultantsadvisors, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”"PERMITTED OUTSIDE PARTIES"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for for, advising with respect to, or determining the desirability of feasibility of, Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller or its Affiliates and Tenants the Tenant or prospective tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XIIXII and agrees to notify all of the Permitted Outside Parties of the restrictions set forth in this Section 5.2(b). In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser. Notwithstanding the foregoing, Seller acknowledges that Purchaser is a publicly traded corporation, and as such, Purchaser may disclose the transaction contemplated by this Agreement in public filings with governmental agencies, as required by law. (c) Purchaser will use its best efforts to return to Seller all copies Purchaser and the Permitted Outside PartiesParties have made of the Documents and all copies of any studies, for whomreports or test results regarding any part of the Property obtained by Purchaser, by its before or after the execution of this Agreement, Purchaser in connection with Purchaser's inspection of the Property (collectively, "PURCHASER'S INFORMATION") not later fifteen (15) days following the time this Agreement is acting as an agent with regard to such waiverterminated for any reason. (cd) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser's obligation pursuant to this Section 5.2.

Document Review. (a) During Prior to the Evaluation PeriodClosing, Purchaser and the Licensee Parties shall have the right to review review, inspect and inspectphotocopy, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are which may be in Seller’s possession in AT&T’s possession at the Real Property or control (collectivelyat Seller’s Lease Administration Office located at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ which Assignor represents and warrants to Assignee are, to the knowledge of ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Global Real Estate Director, the “Documents”): locations where all material Documents (as hereinafter defined) are located: all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Sellercurrent and prior calendar year’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial title reports, searches and policies; surveys; documents pertaining to the Leasesoperation and management of the Real Property and Improvements; licenses, lease filespermits and approvals pertaining to the operation of the Real Property and Improvements; and the AT&T Wireless License (collectively, Service Contracts, and Licenses and Permitsthe “Documents”). Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultants, lenders advisors or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating Property or otherwise have need to the leasing arrangements between Seller and Tenants are proprietary and confidential in natureknow. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and 5.2, Article XII, and the provisions of Paragraph 2 of a certain Right of Access and Confidentiality Agreement. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN SECTION 8.1 BELOWPROVIDED HEREIN, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. EXCEPT AS OTHERWISE PROVIDED HEREIN, SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation PeriodProperty Approval Period and through Closing, Purchaser and the Licensee Parties Seller shall have the right make available, either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following whichProperty’s property manager, the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most currently available rent roll; (iv) operating statements and rent rolls for the stub period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two calendar years; (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, v) copies of Tenant Leases and lease files, Service Contracts, City Licenses, License Agreements and Licenses and Permits; (vi) a current inventory of the Personal Property; (vii) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property; and (viii) the title policy obtained by Seller in connection with its acquisition of the Property (collectively, the “Documents”). Such inspections Purchaser acknowledges that it has received copies of all the Tenant Leases listed on Exhibit F-1, the Service Contracts listed on Exhibit B, and the City Licenses. “Documents” shall occur at a location selected not include (and Seller shall have no obligation to provide written materials requested by SellerPurchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, which may be at the office reports or assessments of Seller, Seller or Seller’s counselAffiliates to the extent relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or its property managers’ operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or its Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); or (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition future performance of the Property. Purchaser further acknowledges that Except for the Documents and representations expressly made in Section 8.1 hereof, Seller makes no other information relating representation or warranty as to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege accuracy or claim of confidentiality with respect thereto, and no third party benefits or relationships completeness of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERDocuments.

Document Review. (a) During As of the Evaluation Period, Effective Date Seller shall have made available to Purchaser and the Licensee Parties shall have the right its authorized agents or representatives for review, inspection, examination, analysis and verification, either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following whichproperty manager, the following, to the extent in Seller’s possession or, To Seller’s Knowledge, are in Seller’s possession or control within its control: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with ; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the three (3) years preceding the Effective Date; (iii) Seller’s most currently available rent roll and operating statements and rent rolls for the stub period of the current calendar year plus the prior two (2) calendar years; (iv) copies of Service Contracts and Licenses and Permits; (v) all property condition assessments and all engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property; (vi) all written notices relating to any non-compliance of Governmental Regulations received by Seller during its period of ownership regarding the Property; (vii) all written notices received by Seller during its period of ownership regarding the release or existence of any Hazardous Substances in, on, under or about the Property in violation of Governmental Regulations; and (viii) to the extent not included in items (i) and (v) above, all property condition reports and environmental reports provided to Prior Purchaser in connection with the Prior Purchase Agreement (collectively, the “Documents”). All Documents shall continue to be available to Purchaser and its authorized agents or representatives through the Closing Date. Purchaser acknowledges that it has received copies of all the Service Contracts listed on Exhibit B. “Documents” shall not include (and Seller shall have no obligation under this Agreement to provide materials requested by Purchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential (except to the extent that Tenant would be entitled to review such materials pursuant to the Lease); (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, reports or assessments of Seller or Seller’s ownership Affiliates relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s most current lease schedule Affiliates or externally; (6) any documents or items which Seller reasonably and in the form attached hereto good faith considers proprietary (such as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counselor its property manager’s operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or Seller’s Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management future performance of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective ; or confidential information, and engineering reports and studies. (b9) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only documents pertaining to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverReserved Company Assets. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. Sellers agree to furnish to Buyer not later than five (a5) During days after the Evaluation Period, Purchaser Effective Date and the Licensee Parties shall have the right allow Buyer and Buyer’s Authorized Agents to review inspect and inspect, at Purchaser’s sole cost and expense, make copies of all of the following which, to Seller’s Knowledge, the extent the same are in SellerSellers’ actual possession: surveys of the Land, owner’s possession or control (collectivelytitle insurance policies, the “Documents”): all existing environmental reports and studies prepared for the benefit of the Real PropertySellers, real estate tax bills, together with assessments (special or otherwise)) statements, ad valorem and personal property tax bills, covering notices or correspondence from governmental entities with respect to the period of Seller’s ownership of Properties, books, records, files and related items relating exclusively to the Property; Seller’s most current lease schedule in Properties, the form attached hereto as Exhibit F (of storage leases/agreements used for the “Lease Schedule”); Properties, a current rent roll, copies of monthly operating statements; historical financial reports; statements for the LeasesProperties for the month preceding the Effective Date, lease filescopies of building plans and specifications, Service Contractscertificate(s) of occupancy, and Licenses and Permits. Such inspections shall occur at a location selected by Sellerbusiness operation, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” business registration or any similar licenses or permits issued by the city, county and/or state in which the Properties are located, a summary of the above. Purchaser shall not have the right to review or inspect materials not directly related all capital expenditures of Sellers relating to the leasingProperties for the month preceding the Effective Date, maintenance and/or management copies of all warranties or guaranties provided to Sellers for any improvements to the PropertyProperties, copies of any pending litigation or proceedings filed against or with respect to the Properties, including any condemnation or eminent domain notices or proceedings, or against Sellers which could have an adverse affect on the Properties, estoppel letters from all non-mini-storage warehouse tenants, including, without limitation, Seller’s internal e-mails any office and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential informationretail space tenants, and engineering reports tenants under those certain leases pursuant to which such tenants operate and studies. (b) Purchaser acknowledges that maintain cellular telephone facilities on the Properties and any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only other documents or documentation with respect to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors Properties which Buyer may reasonably request which are in Sellers’ actual possession (collectively, for purposes of this Section 5.2(b), the “Permitted Outside PartiesDocuments”). Purchaser further agrees that within its organizationSellers shall also make available to Buyer for review, at either the office of Sellers or as to at the Permitted Outside PartiesProperties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition originals of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect theretoLeases, and no third party benefits or relationships of any kind, either express or implied, Buyer shall have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard right to such waiver. (c) Purchaser acknowledges that some make photocopies of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERLeases.

Document Review. (a) During the Evaluation PeriodSeller has made available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of each Property’s property manager, the following whichfollowing, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real PropertyProperties issued on behalf of Seller, real estate tax billsthe Target, together with or the Owners; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the three (3) years preceding the Effective Date; (iii) the Owners’ most currently available rent roll; (iv) operating statements and rent rolls for the stub period of Seller’s ownership the current calendar year plus the prior two calendar years; (v) copies of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Tenant Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at ; (vi) a location selected by Sellercurrent inventory of the Personal Property; (vii) engineering, which may be at mechanical and other drawings, blueprints and specifications and similar documentation relating to the office of Seller, Properties; (viii) the Target Organizational Documents and the Owner Organizational Documents; and (ix) such other written materials in Seller’s counselpossession or control regarding the Properties as Purchaser may reasonably request (the materials described in causes (i) through (ix) above, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (are collectively, for purposes of this Section 5.2(b), the “Permitted Outside PartiesDocuments”). Purchaser further agrees acknowledges that within its organizationit has received copies of all the Tenant Leases listed on Exhibit F-2, and the Service Contracts listed on Exhibit B, including the commission agreements listed on Exhibit D (“Commission Agreements”). “Documents” shall not include (and Seller shall have no obligation to provide written materials requested by Purchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller, the Target, or the Owner are contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Properties for sale to prospective purchasers; (4) any internal memoranda, reports or assessments of Seller, the Target, the Owners, or their Affiliates to the extent relating to Seller’s valuation of the Properties, provided such materials that are otherwise deliverable pursuant to this Agreement shall not be withheld solely because they bear on the valuation of the Properties; (5) any appraisals of the Properties, whether prepared internally by the Seller, the Target, the Owners, or their Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or the property managers’ operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to the Seller, the Target, the Owners, or the property manager); (7) organizational, financial and other documents relating to Seller or its Affiliates (other than evidence of due authorization and organization as may be required under this Agreement and other than such material relating to Target and/or Owners); or (8) any materials projecting or relating to the future performance of the Properties. Except for the representations expressly made in Section 8.1 hereof, Seller makes no other representation or warranty as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization accuracy or to those Permitted Outside Parties who are responsible for determining the desirability completeness of Purchaser’s acquisition any of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverDocuments. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit D attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(ii) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. This Section 5.2(b) shall terminate upon the consummation of the transaction contemplated by this Agreement. (c) Purchaser shall return all copies of the Due Diligence Documents that Purchaser has received from Seller, and shall destroy (and, if requested by Seller, such destruction shall be certified to in writing by Purchaser to Seller) all documents, memoranda, notes and other writings (including computer disks) prepared by Purchaser or any of the representatives or agents of Purchaser as a result of the review of, or based upon, the Due Diligence Documents, on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. This Section 5.2(c) shall terminate upon the consummation of the transaction contemplated by this Agreement. (d) Purchaser acknowledges that some of the Initial Documents and/or the Due Diligence Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of any of the Initial Documents and/or the Due Diligence Documents or the sources thereof, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHwhether prepared by Seller or third parties. Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the initial Documents and/or the Due Diligence Documents and is providing the Initial Documents and/or the Due Diligence Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement shall terminate the obligations of Purchaser pursuant to this Section 5.2. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHExcept as expressly provided in Sections 5.2(b) and 5.2(c), ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERthe provisions of this Section 5.2 shall survive the Closing and the delivery of the Deed (as defined in Section 8.2(b)(i)).

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s 's sole cost and expense, all of the following which, to Seller’s Knowledge, which are in Seller’s 's possession or control (collectively, the “Documents”"DOCUMENTS"): all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser's sole cost and expense), architectural, mechanical and structural plans, specifications or drawings related to the property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s 's ownership of the Property; Seller’s its most current lease schedule in the form attached hereto as Exhibit EXHIBIT F (the “Lease Schedule”"LEASE SCHEDULE"); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections To the extent Seller has not, prior to the date hereof, delivered copies of the Documents to Purchaser or the Licensee Parties, Seller shall do so unless it shall be impractical or unreasonably prohibitive to do so. To the extent Seller does not possess a set of any architectural, mechanical and structural plans, specifications or drawings relating to the Property which are in the possession of a third party, Seller shall reasonably cooperate with Purchaser in obtaining such plans from the third party, if requested by Purchaser. Inspections of any Documents for which Seller has not provided Purchaser and the Licensee Parties a copy shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s 's counsel, Seller’s 's property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s 's internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, accounting and income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”"PERMITTED OUTSIDE PARTIES"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s 's acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, THAT EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW8.1, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFTHEREOF OR THAT SELLER HAS DELIVERED ALL OF THE DOCUMENTS. EXCEPT AS SET FORTH IN SECTION 8.1, SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Prior to the Evaluation PeriodClosing, Purchaser and the Licensee Parties shall have the right to review review, inspect and inspectphotocopy, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are which may be in Seller’s possession in AT&T’s possession at the Real Property or control (collectivelyat Seller’s Lease Administration Office located at ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ which Assignor represents and warrants to Assignee are, to the knowledge of ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Global Real Estate Director, the “Documents”): locations where all material Documents (as hereinafter defined) are located: all existing environmental environmental, engineering or consulting reports and studies of the Real PropertyProperty (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Sellercurrent and prior calendar year’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial title reports, searches and policies; surveys; documents pertaining to the Leasesoperation and management of the Real Property and Improvements; licenses, lease filespermits and approvals pertaining to the operation of the Real Property and Improvements; and the AT&T Wireless License (collectively, Service Contracts, and Licenses and Permitsthe “Documents”). Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultants, lenders advisors or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating Property or otherwise have need to the leasing arrangements between Seller and Tenants are proprietary and confidential in natureknow. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2, Article XII and Article XIIthe provisions of Paragraph 2 of a certain Right of Access and Confidentiality Agreement. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN SECTION 8.1 BELOWPROVIDED HEREIN, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. EXCEPT AS OTHERWISE PROVIDED HEREIN, SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation Period, Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, Environmental Reports (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense); real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Leasing Commission Agreements, Spectrasite Agreements, Service Contracts, Contracts and Licenses and Permits; engineering reports and studies pertaining to the Property; budgets and appraisals pertaining to the Property; and proposals for work not actually undertaken that are in Seller’s files located at the Real Property. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” Property or any of the abovethem. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertakenundertaken (other than proposals for work not actually undertaken that are in Seller’s files located at the Real Property), income accounting and tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its employees, agents, attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE MAY BE EXPRESSLY SET FORTH IN SECTION 8.1 BELOWOF THIS AGREEMENT, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit F attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(ii) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from other prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. This Section 5.2(b) shall terminate upon the consummation of the transaction contemplated by this Agreement. (c) Purchaser shall return all copies of the Due Diligence Documents that Purchaser has received from Seller, and shall destroy (and, if requested by Seller, such destruction shall be certified to in writing by Purchaser to Seller) all documents, memoranda, notes and other writings (including computer disks) prepared by Purchaser or any of the representatives or agents of Purchaser as a result of the review of, or based upon, the Due Diligence Documents, on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. This Section 5.2(c) shall terminate upon the consummation of the transaction contemplated by this Agreement. (d) Purchaser acknowledges that some of the Initial Documents and/or the Due Diligence Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of any of the Initial Documents and/or the Due Diligence Documents or the sources thereof, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHwhether prepared by Seller or third parties. Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Initial Documents and/or the Due Diligence Documents and is providing the Initial Documents and/or the Due Diligence Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement shall terminate the obligations of Purchaser pursuant to this Section 5.2. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHExcept as expressly provided in Sections 5.2(b) and 5.2(c), ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERthe provisions of this Section 5.2 shall survive the Closing and the delivery of the Deed (as defined in Section 8.2(b)(i)).

Document Review. (a) During Sellers have made available, either via electronic virtual data room, by delivery of materials to Purchaser’s representatives, by access to the Evaluation PeriodTitle Company’s data room, or by being made available at the office of each Property’s manager, the following, to the extent in Sellers’ possession or control, to Purchaser and the Licensee Parties shall have the right to review its authorized agents or representatives for review, inspection, examination, analysis and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Properties issued on behalf of Sellers; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; Seller’s (iii) Sellers’ most current lease schedule in the form attached hereto as Exhibit F currently available rent roll (the “Lease ScheduleRent Roll”); current (iv) operating statementsstatements and rent rolls for calendar years 2010, 2011, and 2012; historical financial reports; the (v) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at ; (vi) a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any current inventory of the above. Purchaser shall not have the right to review or inspect materials not directly related Personal Property; and (vii) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the leasingProperties (collectively, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) “Documents”). Purchaser acknowledges that any it has received copies of all the Tenant Leases listed on Exhibit F, and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining Service Contracts listed on Exhibit B, including the desirability of purchasing the Property. commission agreements listed on Exhibit D. Subject only to the provisions of Article XII, Purchaser agrees not to disclose limitations set forth in the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this next sentence and Section 5.2(b), Sellers shall reasonably cooperate with Purchaser to provide additional documents or information regarding the Properties reasonably requested by Purchaser’s prospective lenders. “Permitted Outside Parties”). Documents” shall not include (and Sellers shall have no obligation to provide written materials requested by Purchaser further agrees or its lender that within its organization, constitute) (1) any document or as correspondence which would be subject to the Permitted Outside Parties, attorney-client privilege; (2) any document or item which Sellers are contractually or otherwise bound to keep confidential; (3) any documents pertaining to the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition marketing of the Property. Purchaser further acknowledges that Properties for sale to prospective purchasers, including any separate agreements with Broker; (4) any internal memoranda, reports or assessments of Sellers or Sellers’ Affiliates to the Documents and other information extent relating to Sellers’ valuation of the Properties (5) any appraisals of the Properties, whether prepared internally by DAL02:624104.4 LEGAL_US_W # 74790953.14 15 Sellers or Sellers’ Affiliates or externally; or (6) any materials projecting or relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some future performance of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERProperties.

Document Review. (a) During the Evaluation PeriodSeller shall make available, Purchaser and the Licensee Parties shall have the right either via electronic virtual data room, by delivery of materials to review and inspect, at Purchaser’s sole cost and expenserepresentatives, all by access to the Title Company’s data room, or by being made available at the office of the following whichproperty manager, the following, to Seller’s Knowledge, are the extent in Seller’s possession or control control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (collectively, the “Documents”): i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property issued on behalf of Seller; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of three (3) years preceding the PropertyEffective Date; (iii) Seller’s most currently available rent roll and operating statements and rent rolls for the stub period of the current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two (the “Lease Schedule”)2) calendar years; current operating statements; historical financial reports; the (iv) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits; (v) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property, and (vi) to the extent not included in the foregoing, the documents listed on Exhibit L attached hereto with respect to the three (3) years preceding the Effective Date (except to the extent a different time period is provided above or on Exhibit L for any of such documents), if applicable (collectively, the “Documents”). Such inspections Purchaser acknowledges that it has received copies of all the Tenant Leases listed on Exhibit F, and the Service Contracts listed on Exhibit B, including the commission agreements listed on Exhibit D. “Documents” shall occur at a location selected not include (and Seller shall have no obligation to provide materials requested by SellerPurchaser that constitute) (1) any document or correspondence which would be subject to the attorney-client privilege or covered by the attorney work product doctrine; (2) any document or item which Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the Property for sale to prospective purchasers; (4) any internal memoranda, which may be at the office reports or assessments of Seller, Seller or Seller’s counselAffiliates relating to Seller’s valuation of the Property; (5) any appraisals of the Property, whether prepared internally by Seller or Seller’s Affiliates or externally; (6) any documents or items which Seller considers proprietary (such as Seller’s or its property manager’s operation manuals, software programs or other electronic media or services that are subject to licenses or other agreements that are personal to Seller or Seller’s property manager); (7) organizational, at the Real Property, in an electronic “war room” financial and other documents relating to Seller or Seller’s Affiliates (other than evidence of due authorization and organization as may be required under this Agreement); (8) any of the above. Purchaser shall not have the right to review materials projecting or inspect materials not directly related relating to the leasing, maintenance and/or management future performance of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective ; or confidential information, and engineering reports and studies. (b9) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only documents pertaining to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverReserved Company Assets. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Seller has made available prior to the Evaluation Periodexecution and delivery of this Agreement, or will make available within two (2) Business Days after the execution and delivery of this Agreement, to Purchaser and the Licensee Parties shall have the right to review its authorized agents or representatives for review, inspection, examination, analysis, verification and inspectphotocopying, at Purchaser’s sole cost and expenseeither the office of Seller, all of Seller's property manager or at the Real Property, the following which, relative to Seller’s Knowledge, are the Property to the extent in Seller’s 's possession or control (collectively, the “Documents”"DOCUMENTS"): (i) all existing environmental reports and studies of the Real Property, real estate tax bills, together with Property made available to Purchaser; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the year preceding the Effective Date; (iii) Seller's most current rent roll (the "RENT ROLL"); (iv) operating statements for the previous time period covering the period of Seller’s 's ownership of the Property; Seller’s most current lease schedule in (v) copies of the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Tenant Leases, lease files, the Service Contracts, and the Licenses and Permits. Such inspections shall occur at Permits and the Records and Plans; and (vi) a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any current inventory of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Personal Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XIIXII and Section 17.16, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”"PERMITTED OUTSIDE PARTIES"). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s 's acquisition and financing of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and confidential in nature. Subject to the provisions of Section 17.16, Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser will return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser's inspection of the Property (collectively, "PURCHASER'S INFORMATION") not later than ten (10) Business Days following the time this Agreement is terminated for any reason. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller's Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser's obligations pursuant to this Section 5.2. (f) Purchaser has advised Seller that Purchaser must cause to be prepared up to three (3) years of audited financial statements in respect of the Property in compliance with the policies of Purchaser and certain laws and regulations, including, without limitation, Securities and Exchange Commission Regulation S-X, Rule 3-14. Seller agrees (i) to use commercially reasonable efforts to cooperate to make information available to Purchaser's auditors in connection with the preparation of such audited financial statements, and (ii) to make Seller's property manager and Seller's asset manager in respect of the Property available for interview in connection with the conduct of such audit (it being understood and agreed that the foregoing covenants shall survive Closing). Notwithstanding the foregoing covenants, Seller shall have no obligation to take any action that may reasonably be expected to expose Seller to liability from Purchaser's auditors.

Document Review. (a) During the Evaluation Period, and continuing thereafter until Closing or the earlier termination of this Agreement, Purchaser and the Licensee Parties shall have the right to review review, inspect and inspectcopy, at Purchaser’s sole cost and expense, all of the following which, to Seller’s KnowledgeKnowledge (as defined at the end of Section 8.1), are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property and Improvements commissioned by Seller (which Purchaser shall have the right to have updated at Purchaser’s sole cost and expense), existing surveys of the Real Property, “as built” plans and specifications for the existing Improvements, operating statements, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, and any tax agreements for payments in lieu of taxes covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F G (the “Lease Schedule”); current operating statements; historical financial reports; the Ground Leases, the Leases, lease files, Service Contracts, and Licenses and Permits, the Association Documents, the Condominium Documents and all other documents used in connection with the operation or ownership of the Property except for the Protected Information. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” Property or any of them, or some or all of the aboveDocuments may be delivered to Purchaser in electronic format or as hard copies or may be made available to Purchaser for review electronically. Purchaser shall not have the right to review or inspect Seller’s materials which are attorney client privileged or which incorporate proprietary analytical or operational tools of Seller, MCRC, MCRLP or any of their respective affiliates and/or materials not directly related to the leasing, operation, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesdrawings, plans and specifications for possible capital projects or development, and accounting and tax records (other than operating statements) (collectively “Protected Information”) information. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, prior to Closing, Purchaser agrees not to disclose the contents of the Documents or the results of the Investigations or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than HIG, its affiliates, the Licensee Parties and Purchaser’s and HIG’s attorneys, partners, accountants, agents, consultants, or prospective lenders or and investors and their respective counsel and accountants (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or and as to the Permitted Outside Parties, the Documents Documents, the contents thereof, and/or the results of the Investigations will be disclosed and exhibited prior to Closing only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. Purchaser agrees prior to Closing that all such information shall be kept confidential by Purchaser and all Permitted Outside Parties and their respective employees, agents and contractors. If prior to Closing disclosure of any of such confidential information is required pursuant to law, or pursuant to court or other administrative process, then Purchaser and all Permitted Outside Parties, as the case may be, shall give immediate written notice to Seller, specifying to whom and why such disclosure is required, and no such disclosure shall be made if Seller objects, unless and until a determination requiring the disclosure is made by a court of competent jurisdiction or Purchaser or one of the Permitted Outside Parties is advised by counsel that disclosure prior to such time is required by law. Seller shall have the right to interpose all objections that Seller may have to the disclosure prior to Closing, and Purchaser shall, and shall make reasonable efforts to cause all Permitted Outside Parties and their respective employees, agents and contractors, at no cost to Seller, to reasonably cooperate prior to Closing with Seller in connection with such objections, including giving testimony and signing affidavits, certifications or other documentation as may be required by Seller, provided the information contained in the affidavits, certifications or other documentation is true and accurate. Prior to the initial entry upon the Real Property and/or Improvements, Purchaser shall advise anyone acting on behalf of Purchaser, including the Permitted Outside Parties, of the terms of this confidentiality provision and their obligation to be bound by it. This confidentiality provision shall survive the expiration or earlier termination of this Agreement, but shall not survive Closing. It is understood and agreed that any Documents provided hereunder or information contained therein shall not be deemed confidential if it is of public record or otherwise generally available to the public. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWHEREIN, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND AND, EXCEPT AS EXPRESSLY SET FORTH HEREIN, IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During No later than three (3) Business Days following the Evaluation PeriodEffective Date, Seller shall provide copies of or make available to Purchaser and the Licensee Parties shall have the right to review and inspect, at (for Purchaser’s sole cost review, inspection, examination, analysis, verification and expensephotocopying) at the office of Seller, all of Seller’s property manager or at the Real Property, the following which, relative to Seller’s Knowledge, are the Property to the extent in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with (i) assessments (special or otherwise), ad valorem and personal property tax bills, covering bills for the period of Seller’s ownership of the Propertytwo (2) previous tax years; (ii) Seller’s most current lease schedule in the form attached hereto as Exhibit F rent roll; (the “Lease Schedule”iii) income and expense statements, including capital expenditures, for calendar years 2009 and 2010 (year-to-date); (iv) an operating budget for the Property for the current operating statementscalendar year and the immediately preceding calendar year; historical financial reports; (v) copies of the Tenant Leases, lease files, Service the Operating Contracts, and the Scheduled Licenses and Permits. Such inspections shall occur at Permits and the Records and Plans; (vi) a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any current inventory of the above. Purchaser shall not have Personal Property; and (vii) the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesadditional items set forth on Exhibit N attached hereto. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Documents, or any of the provisions, terms or conditions contained therein therein, to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s acquisition of the Property, and Purchaser shall cause such persons within Purchaser’s organization to, and shall instruct such Permitted Outside Parties to, maintain confidentiality with respect to any Documents so disclosed to such persons or such Permitted Outside Parties. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. The provisions of this Section 5.2(b) shall not be applicable after the Closing Date if Closing occurs. (c) Not later than ten (10) Business Days following the date this Agreement is terminated for any reason, (i) Purchaser will return to Seller all of the Documents (and all copies Purchaser has made of the Documents), and (ii) provided this Agreement is not terminated by Purchaser pursuant to Section 13.1 hereof, Purchaser will deliver to Seller a copy of any third-party studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser’s inspection of the Property (collectively, “Purchaser’s Information”); provided, however, Seller shall be subject to the provisions regarding confidentiality and reliance contained in any such Purchaser’s Information, and Purchaser will not make any representations and warranties with respect to the accuracy thereof. (d) Purchaser expressly agrees, acknowledges and confirms that, prior to the expiration of the Inspection Period, Purchaser and its Licensee Parties shall have reviewed, inspected, examined, analyzed, verified and photocopied the Documents to the extent that Purchaser deems necessary, appropriate or prudent in connection with Purchaser’s acquisition of the Property and the consummation of the transaction contemplated by this Agreement, all in accordance with the terms and conditions of this Article V. Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow (as limited by Section 16.1 of this Agreement), SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, Seller’s Affiliates or any other person or entity). SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHSeller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERaccuracy or completeness of the Documents and is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.2. (f) Seller, shall, without representation, warranty or liability of any kind to Purchaser or any Affiliate of Purchaser, provide to Purchaser (at Purchaser’s expense) copies of, or shall provide Purchaser reasonable access to, such factual information as may be reasonably requested by Purchaser, and in the possession or control of Seller, or its property manager or accountants, to enable Purchaser’s auditor to conduct an audit of the income statements of the Property for the year to date of the year in which Closing occurs plus up to one (1) prior calendar year (provided, however, such audit shall not include an audit of management fees or interest expenses). Purchaser shall be responsible for all out-of-pocket costs associated with this audit. Seller shall reasonably cooperate (at no cost to Seller) with Purchaser’s auditor in the conduct of such audit. In addition, Seller agrees to provide, without representation, warranty or liability of any kind to Purchaser or any Affiliate of Purchaser, if requested by such auditor, historical financial statements for the Property, including 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 Seller shall, without representation, warranty or liability of any kind to Purchaser or any Affiliate of Purchaser, provide such documentation as Purchaser or its auditor may reasonably request in order to complete such audit, and (ii) Seller shall furnish to Purchaser such financial and other information as may be reasonably required by Purchaser or any Affiliate of Purchaser to make any required filings with the Securities and Exchange Commission or other governmental authority; provided, however, that the foregoing obligations of Seller shall be limited to providing such information or documentation as may be in the possession of, or reasonably obtained by, Seller, its property manager or accountants, at no material cost to Seller, and in the format that Seller (or its property manager or accountants) have maintained such information. This Section 5.2(f) shall be subject to the limitations in Section 16.1.

Document Review. Sellers agree to furnish to Buyer ---------------- not later than ten (10) days after the Effective Date and allow Buyer and Buyer's Authorized Agents, to inspect and make copies of: (a) During Surveys; (b) Environmental reports; (c) Property tax bills; (d) Form of storage leases/agreements for the Evaluation PeriodProperties; (e) Current rent rolls; (f) Year-to-date income and expense statements; (g) Summary of all capital expenditures of Sellers relating to the Properties for the month preceding the Effective Date; (h) Copies of any pending litigation filed against the Properties or against Sellers which could adversely affect on the Properties; and (i) The general ledgers for the Properties. Seller shall also furnish to Buyer, Purchaser if in Sellers' possession: (v) Notices or correspondence from governmental entities with respect to the Properties; (w) Copies of building plans and specifications and certificate(s) of occupancy for the Licensee Parties Properties; (x) Business operation, business registration or any similar licenses or permits issued by the city, county and/or state in which the Properties are located; (y) Copies of all warranties or guarantees provided to Sellers for any improvements to the Properties; and (z) Estoppel letters from all non-mini storage warehouse tenants including, without limitation, any office and retail space tenants (a to i and v to z, collectively, "Documents"). Sellers shall also make available to Buyer for review, at either the office of Sellers or at the Properties, the originals of the Leases, and Buyer shall have the right to review and inspect, at Purchaser’s sole cost and expense, all make photocopies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During the Evaluation PeriodPurchaser expressly acknowledges and confirms that (subject to Section 5.1 and this Section 5.2), Purchaser and the Licensee Parties shall have the right to review and review, inspect, examine, analyze, verify and photocopy, at Purchasereither the office of Seller, Seller’s sole cost and expenseproperty manager or at the Real Property, all agreements, contracts, documents, information, reports, books, records and other materials pertinent to the use, ownership, occupancy, or operation of the following whichProperty, to Seller’s Knowledgeexcept those excluded from the definition of Records and Plans, that are in Seller’s possession or control Control (collectively, the “Documents”): all existing environmental reports and studies of ), including, but not limited to, the Real Property, real estate tax bills, together with following: (i) assessments (special or otherwise), ) and ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in (ii) copies of the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; Service Contracts, the Leases, lease files, Service Contracts, and the Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at and the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any Records and Plans; and (iii) current inventories of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Personal Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that information contained in any and all of the Documents may be proprietary and confidential in nature (“Confidential Information”) and that the Documents have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein Confidential Information to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultantsinvestors, lenders or investors any Licensee Parties who need to know such Confidential Information for the purpose of giving advice to Purchaser with respect to the transactions contemplated by this Agreement (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents Confidential Information will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information any Confidential Information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information Confidential Information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. Notwithstanding any of the foregoing, Confidential Information shall not include (i) information that is obtained by Purchaser from a third person who is not prohibited from transmitting the information to Purchaser, (ii) information that is available to the general public, or (iii) information that is independently developed by Purchaser without reliance on any Confidential information, as shown by written records. This Section 5.2(b) shall survive any termination of this Agreement but shall not survive the Closing. (c) Purchaser will use commercially reasonable efforts to return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser’s inspection of the Property, excluding (i) any proprietary documents or information (such as internally prepared valuations, projections or budgets or other analyses of the Property) and (ii) any attorney-client communications or other information which Purchaser is contractually or otherwise legally bound to a third party to keep confidential (collectively, “Purchaser’s Information”) not later than five (5) Business Days following the time this Agreement is terminated for any reason. Any obligation to return Purchaser’s Information shall be subject to any legal requirement by which Purchaser may be bound to retain file copies and shall not require the return of any internal analysis of the Documents; provided, however, that to the extent such analysis reflects any Confidential Information, Purchaser will not divulge any such analysis except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHaccuracy or completeness of the Documents or the sources thereof, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERSeller has not undertaken any independent investigation as to the truth, accuracy or completeness of the Documents, and Seller is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.2. (f) Purchaser is a public institution of higher education and an agency of the state of Washington, subject to state and federal public disclosure and public meeting laws, and confidentiality under this Section 5.2 and Article XII shall apply only to the extent permitted by law.

Document Review. (a) During Seller has previously made available to Buyer, via an internet due diligence website (the Evaluation Period“Diligence Website”), Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): (i) a rent roll statement with respect to the Property prepared by Seller, in the form and containing such information as customarily maintained by Seller from time to time, together with copies of all Leases referenced on such rent roll and copies of any subleases or amendments relating thereto and Tenant correspondence in Seller’s possession (which may be reviewed at the Property); (ii) the Existing Surveys; (iii) all Service Contracts; (iv) the Existing Loan Documents; (v) Seller’s existing environmental reports policies of title insurance; and studies (vi) any of the Real Property, following items pertaining to the Property to the extent they exist and are in Seller’s possession: copies of real estate tax bills, together bills for the current year and the immediately preceding calendar year; monthly cash flow reports for the current year to date; copies of the most recent engineering studies and environmental audits prepared for Seller in connection with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected ; and any lists of Personal Property and such other documents reasonably requested by SellerBuyer, which may be at to the office of Seller, extent in Seller’s counselpossession. Notwithstanding anything to the contrary contained herein, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser Buyer shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, all of Seller’s internal e-mails and memoranda, financial projections, budgetsbudgets (provided, however, that Seller has or will deliver copies of the 2009 and 2010 budget and 2009 operating statements for the Property), information regarding tax and operating escalations, tenant accounts, appraisals, proposals for work not actually undertaken, income accounting and tax records (other than real estate taxes) and similar proprietary, elective or confidential information, and engineering reports and studies. information (b) Purchaser acknowledges that any and all of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside PartiesProprietary Information”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During To the Evaluation Periodextent reasonably requested by Purchaser, Sellers shall make available, either via electronic virtual data room, by delivery of materials to Purchaser’s representatives, by access to the Title Company’s data room, or by being made available at the office of each applicable property manager, the following, to the extent in Sellers’ possession or control, to Purchaser and its authorized agents or representatives for review, inspection, examination, analysis and verification: (i) the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of for the Real Property, real estate tax bills, together with Property in Sellers’ posession; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the three (3) years preceding the Effective Date; (iii) Sellers’ most currently available rent roll and the operating statements and rent rolls for the stub period of Seller’s ownership of the Property; Seller’s most current lease schedule in calendar year plus the form attached hereto as Exhibit F prior two (2) calendar years (collectively, the “Lease ScheduleRent Roll”); current operating statements; historical financial reports; the (iv) copies of Tenant Leases, lease files, Service Contracts, and Licenses and Permits; and (v) engineering, mechanical and other drawings, blueprints and specifications and similar documentation relating to the Property (collectively, the “Documents”). Such inspections “Documents” shall occur at a location selected not include (and Sellers shall have no obligation to provide written materials requested by Seller, Purchaser that constitute) (1) any document or correspondence which may would be at subject to the office of Seller, Seller’s counsel, Seller’s property manager, at attorney-client privilege or covered by the Real Property, in an electronic “war room” attorney work product doctrine; (2) any document or item which any Seller is contractually or otherwise bound to keep confidential; (3) any documents pertaining to the marketing of the above. Purchaser shall not have Property for sale to prospective purchasers; (4) any internal memoranda, reports or assessments of Sellers or Sellers’ Affiliates relating to Sellers’ valuation of the right to review or inspect materials not directly related to the leasing, maintenance and/or management Property; (5) any appraisals of the Property, includingwhether prepared internally by Sellers or Sellers’ Affiliates or externally; (6) any documents or items which Sellers consider proprietary (such as Sellers’ or their property managers’ operation manuals, without limitation, Seller’s internal e-mails and memorandasoftware programs or other electronic media or services that are subject to licenses or other agreements that are personal to Sellers or Sellers’ property managers); (7) organizational, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective other documents relating to Sellers or confidential information, Sellers’ Affiliates (other than evidence of due authorization and engineering reports and studies. (b) Purchaser acknowledges that any and all of the Documents organization as may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability of purchasing the Property. Subject only required under this Agreement); (8) any materials projecting or relating to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition future performance of the Property. Purchaser further acknowledges that the Documents and other information relating ; or (9) any documents pertaining to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiverReserved Company Assets. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THAT, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOW, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTH, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASER.

Document Review. (a) During Purchaser expressly acknowledges and confirms that during the Evaluation PeriodInspection Period and, if this Agreement is not terminated, thereafter (but subject to Section 5.1 and this Section 5.2), Purchaser and the Licensee Parties shall have have, the right to review and review, inspect, examine, analyze, verify and photocopy, at Purchasereither the office of Seller, Seller’s sole cost and expenseproperty manager or at the Real Property, all agreements, contracts, documents, information, reports, books, records and other materials pertinent to the use, ownership, occupancy, or operation of the following whichProperty, to Seller’s Knowledgeexcept those excluded by the terms of the definition of Records and Plans, that are in Seller’s possession or control Control (collectively, the “Documents”): all existing environmental reports and studies of ), including, but not limited to, the Real Property, real estate tax bills, together with following: (i) assessments (special or otherwise), ) and ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in (ii) copies of the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and the Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at and the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any Records and Plans; and (iii) current inventories of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Personal Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studies. (b) Purchaser acknowledges that information contained in any and all of the Documents may be proprietary and confidential in nature (“Confidential Information”) and that the Documents have been provided to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents or any of the provisions, terms or conditions contained therein Confidential Information to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agentslenders, consultantsinvestors, lenders or investors any Licensee Parties who need to know such Confidential Information for the purpose of giving advice to Purchaser with respect to the transactions contemplated by this Agreement (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents Confidential Information will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability feasibility of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information any Confidential Information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information Confidential Information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. Notwithstanding any of the foregoing, Confidential Information shall not include (i) information that is obtained by Purchaser from a third person who is not prohibited from transmitting the information to Purchaser, (ii) information that is available to the general public, or (iii) information that is independently developed by Purchaser without reliance on any Confidential information. This Section 5.2(b) shall survive any termination of this Agreement but shall not survive the Closing. (c) Purchaser will use commercially reasonable efforts to return to Seller all copies Purchaser has made of the Documents and all copies of any studies, reports or test results regarding any part of the Property obtained by Purchaser, before or after the execution of this Agreement, in connection with Purchaser’s inspection of the Property, excluding (i) any proprietary documents or information (such as internally prepared valuations, projections or budgets or other analyses of the Property) and (ii) any attorney-client communications or other information which Purchaser is contractually or otherwise legally bound to a third party to keep confidential (collectively, “Purchaser’s Information”) not later than ten (10) Business Days following the time this Agreement is terminated for any reason. Any obligation to return Purchaser’s Information shall be subject to any legal requirement by which Purchaser may be bound to retain file copies and shall not require the return of any internal analysis of the Documents; provided, however, that to the extent such analysis reflects any Confidential Information, Purchaser will not divulge any such analysis except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. (d) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that, EXCEPT AS EXPRESSLY SET FORTH IN SECTION except as expressly provided in Section 8.1 BELOWbelow, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller has not made and does not make any representation or warranty regarding the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHaccuracy or completeness of the Documents or the sources thereof, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERSeller has not undertaken any independent investigation as to the truth, accuracy or completeness of the Documents, and Seller is providing the Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 5.2.

Document Review. (a) Seller shall deliver to Purchaser on or before three (3) business days after the Escrow Deposit Date (and in determining such three (3)-day period, the Escrow Deposit Date shall not be counted) the following documents: (i) The Survey, the Title Report and the Underlying Documents; and (ii) The items listed in Exhibit E attached hereto and made a part hereof (the documents referred to in this Section 5.2(a)(11) are referred to collectively as the "Preliminary Inspection Documents"). During the Evaluation Inspection Period, Seller shall also make available such other documents relating to the Property as Purchaser may reasonably request in writing to the extent the same are in Seller's possession or control (the "Supplemental Inspection Documents") (the Preliminary Inspection Documents and the Licensee Parties Supplemental Inspection Documents being referred to collectively as the "Due Diligence Documents"). However, in no event shall Purchaser have the right to review and inspect, at Purchaser’s sole cost and expense, all inspect or make copies of the following which, to Seller’s Knowledge, are in Seller’s possession or control (collectively, the “Documents”): all existing environmental reports and studies of the Real Property, real estate tax bills, together with assessments (special or otherwise), ad valorem and personal property tax bills, covering the period of Seller’s ownership of the Property; Seller’s most current lease schedule in the form attached hereto as Exhibit F (the “Lease Schedule”); current operating statements; historical financial reports; the Leases, lease files, Service Contracts, and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management appraisals of the Property, includingany documents in Seller's possession involving either Seller's acquisition of the Property, without limitationany internal budgets or projections with respect to the Property, Seller’s internal e-mails and memorandaany offers from prospective purchasers of the Property, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or any other documents or other materials which Seller determines to be proprietary or confidential information, and engineering reports and studiesto Seller. (b) Purchaser acknowledges that any all of the non-public Due Diligence Documents are proprietary or confidential in nature, and all of the Due Diligence Documents may shall be proprietary and confidential in nature and have been provided delivered by Seller to Purchaser solely to assist Purchaser in determining the desirability feasibility of purchasing the Property. Subject only to the provisions of Article XII, Purchaser agrees not to disclose the contents of the Documents Due Diligence Documents, or any of the provisions, provisions or terms thereof or conditions contained therein thereto, to any party outside of Purchaser’s 's organization other than its attorneys, partners, accountants, agentslenders, investors, advisors, consultants, lenders contractors or investors agents (collectively, for purposes of this Section 5.2(b), the “"Permitted Outside Parties”" and individually a "Permitted Outside Party"), or as otherwise required by law; provided, however, such prohibition shall not apply to the contents of Due Diligence Documents which become available to the public other than as a result of a disclosure by or through Purchaser or any Permitted Outside Party. Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Due Diligence Documents will shall be disclosed and exhibited only to those persons within Purchaser’s 's organization or to those Permitted Outside Parties who are responsible for determining for, or who are assisting in, the desirability determination of the feasibility of Purchaser’s 's acquisition of the PropertyProperty and who have agreed in writing to preserve the confidentiality of such information as required herein. Purchaser further acknowledges that the Due Diligence Documents and other information relating to the leasing arrangements between Seller and the Tenants or prospective tenants are proprietary and or confidential in nature. Purchaser agrees not to divulge the contents of such the Due Diligence Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 5.2(b). Purchaser shall indemnify and hold harmless Seller from and against any liability Seller may suffer or incur as a result of the disclosure by persons within Purchaser's organization or the Permitted Outside Parties of the contents of the Due Diligence Documents or of the results of any inspections conducted by Purchaser, any persons within Purchaser's organization or any of the Permitted Outside Parties in accordance with this Article XII. V, to the extent that such disclosure, if made by Purchaser rather than such persons within Purchaser's organization or any Permitted Outside Parties, would constitute a breach of or default under this Article V. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Documents and other or information to assist Purchaser, Seller has not waived any privilege or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, Seller and any such claims are expressly rejected by Seller and waived by Purchaser and the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser is acting as an agent with regard to such waiver. This Section 5.2(b) shall terminate upon the consummation of the transaction contemplated by this Agreement. (c) Purchaser shall return all copies of the Due Diligence Documents that Purchaser has received from Seller, and shall destroy (and, if requested by Seller, such destruction shall be certified to in writing by Purchaser to Seller) all documents, memoranda, notes and other writings (including computer disks) prepared by Purchaser or any of the representatives or agents of Purchaser as a result of the review of, or based upon, the Due Diligence Documents, on the first to occur of (i) such time as Purchaser determines that it shall not acquire the Property, or (ii) such time as this Agreement is terminated for any reason. This Section 5.2(c) shall terminate upon the consummation of the transaction contemplated by this Agreement. (d) Purchaser acknowledges that some of the Initial Documents and/or the Due Diligence Documents may have been prepared by third parties and may have been prepared prior to Seller’s 's ownership of the Property. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of any of the Initial Documents and/or the Due Diligence Documents or the sources thereof, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHwhether prepared by Seller or third parties. Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOFaccuracy or completeness of the Initial Documents and/or the Due Diligence Documents and is providing the Initial Documents and/or the Due Diligence Documents solely as an accommodation to Purchaser. (e) Notwithstanding any provision of this Agreement to the contrary, no termination of this Agreement shall terminate the obligations of Purchaser pursuant to this Section 5.2. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHExcept as expressly provided in Sections 5.2(b) and 5.2(c), ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERthe provisions of this Section 5.2 shall survive the Closing and the delivery of the Deed (as defined in Section 8.2(b)(1)).

Document Review. (a) During the Evaluation PeriodIf not sooner made available to Purchaser, upon execution and delivery of this Agreement, Seller will make available to Purchaser and the Licensee Parties shall have the right to review and inspect, at Purchaser’s sole cost and expense, all of its authorized agents or representatives the following which, relative to Seller’s Knowledge, are the Land to the extent in Seller’s possession or control (collectively, the “Documents”): all (i) the existing environmental reports and studies of the Real Property, real estate tax bills, together with Land set forth on Exhibit G attached hereto; (ii) assessments (special or otherwise), ad valorem and personal property tax bills, covering the period year preceding the Effective Date; (iii) supporting materials for the Department of Seller’s ownership of Army Permit; (iv) the PropertyDeerfield Design Guidelines; Seller’s most current lease schedule in (v) the form attached hereto as Exhibit F Reciprocal Easement Agreement between Seller and Deerfield Commons I, LLC; (vi) the “Lease Schedule”)Master Declaration; current operating statements; historical financial reports; and (vii) the Leases, lease files, Service Contracts, Plans and Licenses and Permits. Such inspections shall occur at a location selected by Seller, which may be at the office of Seller, Seller’s counsel, Seller’s property manager, at the Real Property, in an electronic “war room” or any of the above. Purchaser shall not have the right to review or inspect materials not directly related to the leasing, maintenance and/or management of the Property, including, without limitation, Seller’s internal e-mails and memoranda, financial projections, budgets, appraisals, proposals for work not actually undertaken, income tax records and similar proprietary, elective or confidential information, and engineering reports and studiesSpecifications. (b) Purchaser acknowledges that any and will return to Seller all copies Purchaser has made of the Documents may be proprietary and confidential in nature and have been provided to Purchaser solely to assist Purchaser in determining the desirability all copies of purchasing the Property. Subject only to the provisions of Article XIIany studies, Purchaser agrees not to disclose the contents reports or test results regarding any part of the Documents or any of the provisions, terms or conditions contained therein to any party outside of Purchaser’s organization other than its attorneys, partners, accountants, agents, consultants, lenders or investors (collectively, for purposes of this Section 5.2(b), the “Permitted Outside Parties”). Purchaser further agrees that within its organization, or as to the Permitted Outside Parties, the Documents will be disclosed and exhibited only to those persons within Purchaser’s organization or to those Permitted Outside Parties who are responsible for determining the desirability of Purchaser’s acquisition of the Property. Purchaser further acknowledges that the Documents and other information relating to the leasing arrangements between Seller and Tenants are proprietary and confidential in nature. Purchaser agrees not to divulge the contents of such Documents and other information except in strict accordance with the confidentiality standards set forth in this Section 5.2 and Article XII. In permitting Purchaser and the Permitted Outside Parties to review the Documents and other information to assist Land obtained by Purchaser, Seller has not waived any privilege before or claim of confidentiality with respect thereto, and no third party benefits or relationships of any kind, either express or implied, have been offered, intended or created by Seller, and any such claims are expressly rejected by Seller and waived by Purchaser and after the Permitted Outside Parties, for whom, by its execution of this Agreement, Purchaser in connection with Purchaser’s inspection of the Property (collectively, “Purchaser’s Information”) not later than ten (10) Business Days following the time this Agreement is acting as an agent with regard to such waiverterminated for any reason. (c) Purchaser acknowledges that some of the Documents may have been prepared by third parties and may have been prepared prior to Seller’s ownership of the PropertyLand. PURCHASER HEREBY ACKNOWLEDGES THATPurchaser hereby acknowledges that Seller has not made and does not make any representation or warranty regarding the truth, EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1 BELOWaccuracy or completeness of the Documents or the sources thereof (whether prepared by Seller, SELLER HAS NOT MADE AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE TRUTHSeller’s Affiliates or any other person or entity). Seller has not undertaken any independent investigation as to the truth, ACCURACY OR COMPLETENESS OF THE DOCUMENTS OR THE SOURCES THEREOF. SELLER HAS NOT UNDERTAKEN ANY INDEPENDENT INVESTIGATION AS TO THE TRUTHaccuracy or completeness of the Documents. (d) Notwithstanding any provision of this Agreement to the contrary, ACCURACY OR COMPLETENESS OF THE DOCUMENTS AND IS PROVIDING THE DOCUMENTS SOLELY AS AN ACCOMMODATION TO PURCHASERno termination of this Agreement will terminate Purchaser’s obligations pursuant to this Section 13.2.