Missing Data - ADMIN - 9/14/2014 10:59:50 PMTEMPORARY PROPERTY MANAGEMENT AGREEMENT
THIS AGREEMENT is made and entered into as of November ° , 2012, by and between
The City of Round Rock (hereinafter referred to as "Owner") and DT Land Group, Inc., a Texas
corporation (hereinafter referred to as "Manager").
Notwithstanding any other provision of this Agreement,
a. the term of this Agreement shall expire upon the approval by the Round Rock City
Council of a full Property Management Agreement between Manager and Owner; and
b. Except in the case of a bona fide emergency affecting health or safety, Manager shall
make no expenditure and incur no obligation in excess of $3,000.00 without prior written
consent of the City Manager of Round Rock, Texas.
RECITALS
A. Owner owns the real property located in Williamson County, Texas, as more
particularly described on Exhibit A attached hereto (the "Property"), on which is located that
approximately 20,500 square foot building or buildings commonly known as Round Rock
Commons(collectively referred to herein as the "Building").
B. Manager is engaged in the business of managing, operating, and maintaining retail
properties, and is experienced and competent in said business.
C. Owner desires to appoint Manager, and Manager desires to accept appointment, as
Owner's exclusive agent for the purpose of managing, maintaining and operating the Property.
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE
MUTUAL AND DEPENDENT COVENANTS AND AGREEMENTS HEREIN CONTAINED,
THE PARTIES HERETO AGREE AS FOLLOWS:
ARTICLE 1
APPOINTMENT AND ACCEPTANCE
1.01 Appointment and Acceptance. Owner hereby appoints Manager as Owner's exclusive
agent for the purpose of managing, marketing, maintaining and operating the Property for the
account of Owner, and Manager hereby accepts such appointment, under and subject to the
terms and conditions contained in this Agreement.
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ARTICLE 2
TERM
2.01 Term. The initial term of this Agreement shall be for a period as outlined above
commencing on November 30, 2012, unless sooner terminated in accordance with the provisions
hereof.
ARTICLE 3
DUTIES, RIGHTS AND RESPONSIBILITIES
3.01 Condition of Property. At Owner's expense, and subject to the limitations referred to
in Section 3.10 hereof, Manager shall keep the Property in clean condition and in good repair at all
times, provided Owner, in a manner satisfactory to Manager, makes available to Manager such sums
as are necessary to pay the costs thereof.
3.02 Collections from Tenants. Manager shall make diligent efforts to collect all rents and
other charges including "escalations" which may at any time become due from any tenant occupying
space in the Property or from any other person in connection with the use of the Property or any
portion thereof. All such collections shall be promptly deposited in the Property Account if the
Owner so desires, as defined below.
3.03 Tenant Complaints. Manager shall receive complaints of tenants and occupants of the
Property and shall at Owner's expense address such complaints subject to the limitations imposed by
or pursuant to this Agreement.
3.04 Right to Subcontract. Manager on behalf of and in the name of Owner shall have the
right to subcontract the performance of any of its duties hereunder. Manager is given the express
authority to execute such subcontracts on behalf of Owner and Owner agrees that the name of
Owner, rather than that of Manager, may appear on the face of same at the option of Manager.
3.05 Licenses and Permits; Compliance with Laws; ADA. At Owner's expense, Manager
shall endeavor, for the account of Owner, to obtain and renew as necessary, all licenses and permits
which may be required in connection with the operation and maintenance of the Property, and for
compliance with all laws and regulations of applicable governmental authorities in the course of said
operation and maintenance, except for sales tax permits which, by law, are the responsibility of the
Owner. Owner shall be solely responsible and shall indemnify Manager for any claims, lawsuits or
liabilities relating to or arising out of the failure of the physical condition of the Property to comply
with any applicable laws or regulations, including without limitation the ADA, except to the extent
caused by Manager's grossly negligent or willful failure to perform.
3.06 Capital Expenditures. Any capital expenditure must be specifically authorized by
Owner. With respect to the purchase and installation of major items of new or replacement
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equipment, the Manager shall recommend that Owner purchase these items when Manager believes
such purchase to be necessary. Owner may pay such capital expenses from Owner's resources or
may authorize payment to Manager out of the Operating Account.
3.07 Property Account. Manager shall, within thirty (30) days after the date of execution
of this Agreement, open a commercial checking account (the "Property Account") for the Property at
a federally insured national banking association. The Property Account shall be in the name of the
Manager, but shall be designated as a trust account in favor of Owner. Owner, as of the
commencement of the term of this Agreement, shall advance to Manager the sum of $ to be
determined by Owner after consultation by Manager for deposit in said account to be used for the
initial working capital. All expenses of the Propertypaid by Manager shall be paid from the Property
Account. Owner further agrees that the following sequence of priority of payments is acceptable:
payroll (to the extent there is such an expense), compensation of manager, utilities, vendor invoices,
construction, and any remaining invoices.
3.08 Remittance of Excess Funds to Owner. Manager shall remit all funds of the
property as Owner wishes.
3.09 Limit on Manager's Financial Obligations. Anything herein provided to the contrary
notwithstanding, Manager shall never be obligated to incur any expense or liability in the
performance of this Agreement without the approval of the City Manager.. Owner solely will be
responsible for such liabilities. Manager shall not be required to pledge its own credit or advance
any of its own funds in relation to the Property or the construction, use or operation thereof. Owner
agrees to pay all debt service payments out of Owner's funds and to relieve Manager of such
responsibility.
3.10 Funding Requirements. Should the amount in the Property Account ever be less than
the Minimum Reserve, then Manager will give written or telegraphic notice to Owner of the
deficiency. Owner shall within forty-eight (48) hours advance the full amount of such deficiency to
Manager. Failure to provide such funds will be considered a material breach of this Agreement,
upon which, notwithstanding Section 6.03 (a), Manager may immediately terminate this Agreement
by delivery of written notice of termination to Owner.
3.11 Preparation of Budget. At least thirty (30) days prior to the end of each calendar year
during the term of this Agreement, and, as to the calendar year during which said term commences,
within ninety (90) days after the commencement of this Agreement, Manager shall prepare and
submit to Owner a proposed budget (the "Budget") for the operation and maintenance of the Property
during the coming (or, in the latter case, current) calendar year. Owner shall approve the Budget or
make specific proposals for changes within fifteen (15) days of Owner's receipt of Manager's
proposed Budget, whereupon Manager shall promptly respond to Owner's proposals and the parties
shall diligently seek to reach an agreement on the remaining unresolved items. Upon approval of
such proposed Budget by Owner, with such changes therein as Owner and Manager may agree upon,
Manager shall commence operation of the Property pursuant to the Budget. In the event Owner and
Manager are unable to reach agreement upon a proposed Budget, then during any period prior to final
agreement on such Budget, any undisputed budget categories shall be governed by the agreed upon
terms of the proposed Budget and the disputed budget categories shall be governed by the prior year's
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Budget, except that Manager shall be authorized to expend the actual amounts incurred for taxes,
insurance and utilities.
3.12 Annual Expenditures. Manager shall not, during the period covered by any Budget,
incur any expense in the operation and maintenance of the Property which would result in either (i)
the amount of authorized expenditures in any budget category being exceeded by more than ten
percent (10%), or (ii) the amount of the total Budget being exceeded by more than five percent (5%),
without in each case the prior approval of Owner, except for expenditures necessary to repair,
remove or correct an emergency condition, provided that Manager will take due diligence to notify
Owner of such emergency condition.
3.13 Supplies and Equipment. At Owner's expense, Manager shall purchase subject to the
restrictions set out above, provide and pay for all janitorial and maintenance supplies, tools and
equipment, light bulbs, paints, uniforms, and stationery and office supplies necessaryto the efficient
and economical operation and maintenance of the Property. Manager shall attempt to purchase all
goods, supplies or services at the lowest costs available from reputable sources in the city where the
Property is situated.
3.14 Limitation on Agreements. Without Owner's prior written consent, Manager shall not
assume or enter into any contract or other agreement or obligation in connection with the
management, operation or maintenance of the Property which cannot be terminated upon thirty (30)
days written notice by Manager, or, upon thirty (30) days written notice by Owner at any time after
the termination of this Agreement by expiration or otherwise, without any liability therefore against
Owner or the Property.
3.15 Payment of Employees and Suppliers. At Owner's expense, Manager shall promptly
pay to all of its employees outlined above and/or suppliers subject to the restrictions listed above, all
monies due or to be paid to them and shall promptly pay for all supplies, merchandise, materials,
labor or other items ordered, furnished or used by it or for it in the performance of the duties of
Manager hereunder, and will not suffer or permit any valid mechanic's liens or other valid liens to be
filed against the Property by reason of any work or materials actually furnished. In the event such a
lien, with or without merit, is filed against the Property, Manager shall promptly give notice to
Owner of same.
3.16 Payment of Other Costs. At Owner's expense Manager shall also pay the following
expenses: cost of collection of delinquent rentals collected through an attorney or collection agency;
cost of printed checks for each bank account required by Owner; direct costs of reproduction,
telephone, postage or express mail service, supplies and printed forms required to manage the
Property; reasonable travel and entertainment costs approved by Owner and incidental expenses
necessitated through the normal or routine management and leasing of the Property or due to requests
by Owner which require travel; cost of any other item or items associated with the operation of the
Property not specifically set out herein.
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3.17 Workmen's Compensation and Employee's Liability Insurance. Manager shall
maintain Workmen's Compensation Insurance and all other insurance necessary to meet federal and
state requirements in accordance with the laws of the State of Texas and Employer's Liability
Insurance applicable to and covering all persons engaged in performance of the work to be
performed hereunder. Manager shall be reimbursed by Owner for the cost of premiums, fees or any
other cost connected therewith.
3.18 Owner's Insurance. Owner is insured by Texas Municipal League Intergovernmental
Risk Pool and proof of such insurance shall be provided to Manager.
3.19 Release and Waiver of Subrogation. Owner hereby waives and releases Manager
from any and all rights of recovery, claim, action or cause of action against Manager, its agents,
officers, directors, partners and employees, whether by way of subrogation or otherwise, for any loss
or damage that may occur to the Building and/or the Property, or personal property including
building contents within the Building and/or Property, by reason of fire, the elements of nature or
other casualty, regardless of cause or origin including negligence of Manager or its agents, officers,
directors, partners and employees. Owner agrees to have all casualty insurance policies maintained
by Owner for the Property properly endorsed to reflect the waiver of subrogation set forth herein.
Owner shall provide Manager annually with evidence that its policies have been so endorsed.
3.20 Owner's Indemnity. To the extent allowed by law, Owner agrees to indemnify and
save Manager free and harmless from any and all liability, expenses, claims for damages or injuries
to persons or property, including property of Manager, arising from any cause whatsoever, including
the sole negligence of Manager, related to or associated with the Property, the operation of the
Property or this Agreement, and to defend, at the Owner's expense, any suits which may be brought
against the Manager on account thereof, and to pay any and all judgments that may be finally
rendered against the Manager on account of any such liability; provided, however, that this clause
shall not be construed to require Owner to indemnify Manager for any action or omission of Manager
that is (a) taken by Manager in bad faith, (b) beyond the scope of this Agreement, or (c) attributable
to Manager's gross negligence or willful misconduct.
3.21 Manager's Indemnity. Manager agrees to indemnify and save Owner harmless from
any and all liability, expenses, claims for damages or injuries to persons or property, including
property of Owner, arising from any action or omission of Manager that is (a) taken by Manager in
bad faith, (b) beyond the scope of this Agreement, or (c) attributable to Manager's gross negligence
or willful misconduct, and to defend, at Manager's expense, any suits which maybe brought against
the Owner on account thereof, and to pay any and all judgments that may be finally rendered against
Owner on account of any such liability. In no event shall Manager be liable to Owner for any action
or omission of Manager made in good faith and within the scope of this Agreement, unless such
action or omission constitutes gross negligence or willful misconduct, and Owner agrees that any
liability of Manager under this agreement shall be limited to Owner's actual damages and in no event
shall Manager be liable for lost profits, lost business opportunities or other consequential damages or
punitive damages.
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ARTICLE 4
FINANCIAL MANAGEMENT
4.01 Books and Records. Manager shall maintain or cause to be maintained at Manager's
executive offices in Austin, Texas (or at such other place as may be mutually agreed upon by Owner
and Manager), full, true and accurate books of accounts fully reflecting all monies collected, paid out
under this Agreement, reserved by Manager, or remitted to Owner. Manager shall also maintain at
Manager's executive office in Austin, Texas (or at such other place as may be mutually agreed upon
by Owner and Manager) receipted bills for all expenses paid by Manager for benefit of Owner, leases
and related documents and correspondence, contracts, inventories, records of rental income and
charges, warranties and other documentation related to operation of the Property.
4.02 Inspection and Audit of Records Maintained by Manager. Owner shall have the right
during reasonable business hours and with reasonable notice to inspect, audit, examine and make
copies of or extracts from the books of account and records maintained by Manager pursuant to this
Agreement. Such rights may be exercised through an employee of Owner or qualified agent
designated by Owner, and Owner shall bear all expenses in connection with such examination.
4.03 Reports. Manager shall render monthly to Owner reports showing (i) the sources and
uses of receipts by Manager, (ii) the actual operating expenditures and capital expenditures, (iii) a
variance comparison of such actual expenditures with the corresponding items in the Budget, (iv) an
explanation, in reasonable detail, of the variances, and (v) such other information as Owner
reasonably requests. Such reports will be transmitted to Owner, prepared as of and within twenty
(20) days after the end of each calendar month during the term of this Agreement. Owner hereby
approves the form of Manager's report attached hereto as Exhibit B. Any modifications to the form
of Manager's report shall be mutually agreed upon between Owner and Manager.
4.04 Property of Manager. The records, reports, books of account and other documents
and materials relating to the management operation and maintenance of the Property shall be the
property of Manager; and, upon the termination of this Agreement by expiration or otherwise, Owner
may make copies of all or portions thereof as Owner shall deem pertinent to Owner's future operation
and ownership of the Property.
4.05 Settlements. Within ninety (90) days after the effective date of termination of this
Agreement by expiration or otherwise, Manager shall render to Owner a final accounting for all
Owner funds handled by Manager and shall pay to Owner an amount equal to the sum of all deposits
made to the Property Expenditures Account in accordance with this Agreement, less the sum of all
amounts previously paid out of such account in accordance with this Agreement.
ARTICLE 5
COMPENSATION OF MANAGER
5.01 Base Fee. For each month during the term hereof, Manager shall receive a base fee
for its services under this Agreement in an amount equal to $55 per diem.
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Such monthly compensation shall be paid to Manager by check drawn by Manager on the Property
Account.
ARTICLE 6
TERMINATION OF AGREEMENT
6.01 Renewals of Agreement. Upon the expiration of the initial term of this Agreement,
the term of this Agreement shall be deemed renewed for successive one (1) month periods from
month to month unless, at least thirty (30) days prior to the expiration of the initial term of this
Agreement or any renewal term, either party hereto shall give to the other written notice of its
election not to renew this Agreement.
6.02 Owner Termination. This Agreement may also be terminated at Owner's sole option
with thirty (30) days' prior written notice:
(a) In the event that Manager materially breaches any of the terms and provision
of this Agreement and such breach continues for a period of thirty (30) days
after written notice thereof from Owner to Manager or, in the case of a breach
which cannot with due diligence be cured within such thirty day period,
where Manager fails to proceed with all due diligence within such period of
thirty (30) days to commence to cure the same and thereafter to pursue the
curing of such breach with all due diligence; or,
(b)
In the event of the filing of a petition in bankruptcy or an assignment for the
benefit of creditors with respect to Manager.
6.03 Manager Termination. This Agreement maybe terminated at Manager's sole option
with thirty (30) days' prior written notice:
(a) In the event that Owner materially breaches any of the terms and provisions
of this Agreement and such breach continues for a period of thirty (30) days
after written notice thereof from Manager to Owner or, in the case of a breach
which cannot with due diligence be cured within such thirty day period,
where Owner fails to proceed with all due diligence within such period of
thirty (30) days to commence to cure the same and thereafter to pursue the
curing of such breach with all due diligence; or,
(b) In the event of the filing of a petition in bankruptcy or an assignment for the
benefit of creditors with respect to Owner.
6.04 Effect of Termination on Accrued Rights. Termination of this Agreement shall in no
way affect or impair any right which has accrued to either party hereto prior to the date when such
termination shall become effective.
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ARTICLE 7
AFFILIATED BUSINESSES
7.01 Interest in Another Entity. In the event that Manager has or acquires any financial
interest in any other entity which now or hereafter contracts with or renders services with respect to
the Property, Owner consents to the holding and acquisition of such interests by Manager and the
transaction of business with respect to the Property by such entities and agrees that neither such
holding, acquisition or transaction shall constitute a breach or violation of any provision of this
Agreemett or a breach of any fiduciary obligation of Manager to Owner, as long as such contracts
are at rates and terms competitive with comparable goods and services.
7.02 Other Interests Held by Manager. Manager has also advised Owner that Manager
(including any shareholder, partner, parent, subsidiary or affiliate of Manager) also has or may have
financial interests, direct or indirect, in other retail shopping centers, office buildings, commercial
buildings, garages and land properties in proximity to the Property, as well as in other areas in the
State of Texas and the United States, as an owner or manager thereof, or in some other capacity, and
may acquire financial interests, as owner, manager or otherwise, in additional retail shopping centers,
office buildings, commercial buildings, garages and other land properties in proximity to the
Property, as well as in other areas in the State of Texas and the United States. Owner hereby
consents to the holding, acquisition and disposition of such interests by Manager and agrees that
neither such holding nor such acquisition or disposition shall constitute a breach or violation of any
provision of this Agreement or a breach of any fiduciary obligation of Manager to Owner.
Moreover, Owner hereby agrees that Manager (including any shareholder, partner, parent, subsidiary
or affiliate of Manager) may, individually or with others, engage or possess an interest in any other
project or venture of every nature and description, including but not limited to the ownership,
financing, leasing, operation, management, brokerage, development and sale of real property,
including but not limited to retail or office centers other than the Property, whether or not such other
venture or projects are competitive with the Property, and Owner shall not have any claim as to such
project or venture or to the income or profits derived therefrom.
ARTICLE 8
MISCELLANEOUS PROVISIONS
8.O1 No Partnership. Owner and Manager shall not be construed as partners, but instead
intend solely to create a relationship of principal and agent in regards to the operation and
maintenance of the Property as set forth in this Agreement.
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8.02 Suits and Claims. Manager shall notify Owner and Owner's insurance carrier in
writing as soon as possible after receipt of notice of any injury occurring in or on the Property, or of
any claim against Owner and/or Manager or which involve the Property. Manager shall fully
cooperate with Owner in the defense of any such claim, demand or proceeding. Owner shall have
the sole and exclusive right to conduct the defense of any such claim, demand or legal proceeding.
8.03 Successors and Assigns. The covenants contained herein shall apply to, bind and
insure to the benefit of the successors and assigns of the parties hereto.
8.04 Attorney's Fees. In the event either party hereto breaches or threatens to breach this
Agreement and the other party seeks to enforce or defend its rights under this Agreement, the
prevailing party shall be entitled to receive from the unsuccessful party all costs and expenses,
including reasonable attomey's fees, incurred by the prevailing party in connection with such
enforcement or defense.
8.05 Entire Agreement. This Agreement constitutes the entire understanding between the
parties with respect to the subject matter hereof. This Agreement may not be changed except in
writing executed by the parties hereto.
8.06 Captions. Any captions to or heading of the Articles, Sections or Subsections,
Paragraphs or Subparagraphs in this Agreement are solely for the convenience of the parties, are not
a part of this Agreement, and shall not be used for the interpretation or determination of validity of
this Agreement or any provision thereof.
8.07 Notices. Any notice, demand or request with respect to this Agreement shall be in
writing and shall be deemed duly given and received when personally delivered, or forty-eight (48)
hours after the same is deposited in the United States mail, postage prepaid, by registered or certified
mail, addressed to the other party at the following respective address, or at such other addresses as
the parties may from time to time designate by written notice to the other:
If to Manager:
If to Owner:
DT Land Group, Inc.
2414 Exposition Blvd., Suite D-210
Austin, Texas 78703
Attention: Belva Green
City of Round Rock, Texas
Steve Norwood, City Manager
221 East Main
Round Rock, Texas 78664
8.08 Assignment. This Agreement may not be assigned by either party without the prior
written consent of the other party, except (a) by Owner in the event of a sale of the Property by
Owner, and (b) by Manager to a parent, subsidiary, successor or affiliated corporation of Manager, or
a partnership, the majority interest of which shall be owned by a parent, subsidiary, successor or
affiliated corporation of Manager, provided such assignee assumes in writing all of Manager's
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obligations under this Agreement. If title to the Property changes, Manager retains the right to
terminate Pais Agreement or renegotiate the terms of this Agreement.
8.09 Governing Laws. This Agreement shall be governed by and construed in accordance
with the laws of the State of Texas and the parties expressly agree that the venue for any lawsuit
pertaining to the enforcement of this Agreement shall be in Travis County, Texas.
8.10 Severability. In the event any one or more of the provisions contained in this
Agreement shall for any reasons be held to be invalid, illegal or unenforceable in any respect, such
invalidity, illegality or unenforceability shall not affect any other provision hereof and this
Agreement shall be construed as if such invalid, illegal or unenforceable term or provision had never
been contained herein.
IN WITNESS WHEREOF, this Agreement has been executed in multiple original
counterparts each of which shall be an original but which together shall constitute but one and the
same Agreement, effective as of the date first written above.
MANAGER:
DT Land Group, Inc.
By: Claux..2:di.itvr--)
Name: Belva
Title: Secretary
CITY ROUND ROCK, TEXAS
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Steve orwood, ity Man • er
By
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This Property located at:
901 Round Rock Avenue
Round Rock, Texas 78681
Tax designation of 2 parcels:
Commons The, Lot 1 PT, Acres 2.73
Commons The, Lot 1, PT Acres 0.56
Exhibit A
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See Attached
Exhibit B
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ABC SHOPPING CENTER
September 2012 Reports
1. Cash Distribution Calculation
2. Balance Sheet
3. Actual -to -Budget Current Month & YTD
Cash Flow
4. Variance Explanations
5. Year to Date Cash Flow (Act. & Bud.)
6. Activity Reconciliation
7. General Ledger (omitted due to confidentiality)
S. Commercial Rent Roll
Distribution: Owner 1
Owner 2
ABC SHOPPING CENTER
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Cash Balance as of 1/31/12
Roof & Misc.
Security Deposits
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Tax Accrual
Insurance Accrual
Tenant Finish & Commissions
Prepaid Rents & Credits
One Month's Debt Service
Net Available Cash
AEC SHOPPING CENTER
BALANCE SHEET
As of January 31, 2012 - Cash Basis
ASSETS
Cash - Operating 594,736
Tenant Billing - Suspense 463
Tenant Improvement -Shell 28,660
Tenant Improvement-Renov. 83,955
Commissions 100,267
Buildings 2,461,353
Prepaid Insurance 6,660
Escrow - Taxes 24,589
Escrow - Insurance 9,820
Loan Reserves 29,476
TOTAL ASSETS
Tenant Security Deposits
Loan Payable - Wells Farg
Accrued Taxes Payable
TOTAL LLABILITTES
Owner - Contributions
Owner - Distributions
Retained Earnings
Current Year Profit/Loss
TOTAL EQUITY
TOTAL LIABILITY & EQUITY
LIABILITIES & EQUITY
LIABILITIES
35,459
3.703,565
7,836
EQUITY
(673,277)
(1,196,578)
951,887
11,087
3,746,860
(906.881)
2,839,979
2.839,979
INCOME
BASE RENT & % RENT
Base Real
ABC SHOPPING CENTER
Actual to Budget
January 31, 2012 - Cash Basis
ACTUAL BUDGET VARIANCE YTD ACTUAL YTD BUDGET VARIANCE
533,296.02 535,718.00 (52.421.98) S33,296 535,718 (52,422)
SUBTOTAL RENTS 33,296.02 35,718.00 (2.421.98) 33,296 35,718 (2,422)
REIMBURSED EXPENSE
CAM Reimbursements 3.886.00 4,14100 (257.00) 3.886 4,143 (257)
Tax Reimbursements 6,239.00 6,740,00 (501.00) 6,239 6,740 (501)
Insurance Reimbursement 696.00 752.00 (56.00) 696 752 (56)
Utility Reimbursements 415.00 554.00 (139.00) 415 554 (139)
SUBTOTAL NNN REIMS. 11,236.00 12,189.00 1953.00) 11,236 12,189 (953)
OTHER INCOME
Investment Income 50.89 0.00 50.89 51 0 51
Collection Contingency 0.00 (947,00) 947.00 0 (947) 947
SUBTOTAL OTHER INC
TOTAL INCOME
EXPENSES:
NNN EXPENSES
*t**t****t******t**t*****
50.89 (947.00) 997.89 51
(947) 998
44,582.91 46,960.00 (2.377.09) 44,583 46,960 (2,377)
TAXES & INSURANCE
Taxes 7,836,00 7,836.00 0.00 7,836 7,336 0
(r>snmance 832.50 874.00 41.50 833 874 41
SUBTOTAL TAXES & INS.
8,668.50 8,710.00 41.50 8,669 8,710 41
UTILITIES
Water- Building 545.65 596.00 50.35 546 596 50
Water - Irrigation 87.63 165.00 77.37 88 165 77
Electricity 472.48 587.00 1(452 472 587 115
SUBTOTAL UTILITIES
LANDSCAPING
Landscape - Contract
Landscape - Extra
Landscape - Irrigation
SUBTOTAL LANDSCAPING
CLEANING
Cleaning - Grounds
SUBTOTAL CLEANING
PARKING LOT
OTHER MAINTENANCE EXP
Lighting
Sewer Hydmjet
Painting/Minor Repair
Common Area Signage
Tools & Supplies
Trash Removal
Fire Sprinkler Manitorin
Other Maintenance
SUBTOTAL OTHER MAINT.
1,105.76 1,348.00 242.24 1,106 1,348 242
685.22 685.00 (0.22) 685 685 0
0.00 50.00 50.00 0 50 50
514.19 225.00 (289.19) 514 225 (289)
1,199.41 960.00 (239.41) 1,199 960 (239)
559.65 433.00 (126.65) 560 433 (127)
559.65 433.00 (126.65) 560 433 (127)
0.00 25.00 25.00 0 25 25
4059 50.00 9.41 41 50 9
0.00 100.00 100.00 0 100 100
0.00 50.00 50.00 0 50 50
0.00 10.00 10.00 0 10 10
533.55 535.00 1.45 534 535 1
526.58 151.00 (375.58) 527 151 (376)
58.46 8100 24.54 58 83 25
1,159.18 1,004.00
(155.18) 1,160
1,004 (156)
TOTAL NNN EXPENSES
LANDLORD COSTS
ABC SHOPPING CENTER
ACTUAL
Acwat [o ouuym
January 31, 2012 - Cash Basis
BUDGET VARIANCE YTD ACTUAL YTD BUDGET VARIANCE
I2,692.50 12,455.00 (237.50) 12,694 12,455 (239)
LANDLORD MAINTENANCE
Electricity - Landlord 21.65 72.00 50.35 22 72 50
Cleaning - Vacancies 0.00 150.00 150.00 0 150 150
Roof 0.00 100.00 100.00 0 100 100
Structural 0.00 50.00 50.00 0 50 50
Outer Maintenance 51.42 50.00 (1.42) 51 50 (1)
SUBTOTAL LL MAINT. 73.07 422.00 348.93 73 422 349
LEGAL & PROFESSIONAL FEE
Legal Fees - Operating
SUBTOTAL LEGAL
MANAGEMENT FEE & EXPENSES
Management Fees - Yi
SUBTOTAL MGMT EXP
LEASING
Other Leasing Expense
SUBTOTAL LEASING
0.00 150.00 150.00 0 150 150
0.00 150.00 150.00 0 150 150
1,781.28 1,894.00 112.72 1,781 1,894 113
1,781.28 1,894,00 112.72 1,781 1,894 113
0.00 25.00 25.00 0 25 25
0.00 25.00 25.00 0 25 25
OTHER G&A
FreightIPostage/Delivc 0.00 32.00 32.00 0 32 32
Miscellaneous GleA 17.00 0.00 (17.00) 17 0 (17)
SUBTOTAL OTHER G & A 17.00 32.00 15.00 17 32 15
TOTAL LANDLORD COST (1,871.35) (2,523.00) 651.65 (1,871) (2,523) 652
PREDEBT NET OPERATING INC 30,019.06 31,982.00 (1,962,94) 30,018 31,982 (1,964)
INTEREST & DEPRIAMORT
Inters%Expense 18,932.15 18,932.00 (0.15) 18,9.32 18,932 0
SUBTOTAL INT & DEPR 18,932.15 18,932.00 (0.15) 18,932 18,932 0
TOTAL LANDLORD COSTS 20,803.50 21,455.00 651.50 20,803 21,455 652
TOT.41. EXPENSEES 33,496.00 33,910.00 414.00 33,497 33,910 413
NET INCOME)LOSS I1,086.91 13,050.00 (1,963,09) 11,086 13,050 (1,964)
BEGINNING OPERATING CASH
ABC SHOPPING CENTER
Actual to suaget
January 31, 2012 - Cash Basis
ACTUAL BUDGET VARIANCE YTD ACTUAL YTD BUDGET VARLRNCE
91,564.70 0.00 (91,564.70) 9t,565 0 (91,565)
INCOME:
Base & % Rental Income 33,296.02 35,718.00 (2,421.98) 33.296 35,718 (2,42.2)
NNN Reimbursements 11,236.00 12,189.00 (953.00) 11,236 12,189 (953)
Other Income 50.89 (947.00) 997.89 51 (947) 998
Total Revenue 44,582.91 46,960.00 (2,377.09) 44,583 46,960 (2,377)
NNN EXPENSES
Property Taxes 7,836.00 7,836.00 0.00 7,836 7,836 0
Insurance 832.50 874.00 41.50 833 874 41
Utilities 1,105.76 1,348.00 242.24 1,106 1,348 242
Maintenance 2.918.24 2,397.00 (521.24) 2,919 2,397 (522)
Subtotal NNN Expenses (12,692.50) (12,455.00) (237.50) (12,694) (12,455) (239)
LANDLORD EXPENSES:
Landlord Maintenance 73.07 422.00 348.93 73 422 349
Legal & Professional 0.00 150.00 150.00 0 150 150
Management Expenses 1,781.28 1,894.00 112.72 1,781 1,694 113
Leasing 0.00 25.00 25.00 0 25 25
G&A 17.00 32.00 15.00 17 32 15
Subtotal LL Expenses (1,871.35) (2,523.00) 651.65 (1,871) (2,523) 652
TOTAL EXPENSES (14,563.85) (14,978.00) 414.15 (14,565) (14,978) 413
NET OPERATING INCOME 30,019.06 31,982.00 (1,962.94) 30,018 31,982 (f,964)
DEBT SERVICE & DEPRJAMORT
Interest Expense 18,932.15 18,932.00 (0.15) 18,932 18,932 0
TOTAL DEBT & DEPR (18,932.15) (18,932.00) (0.15) (13,932) (18,932) 0
NET INCOME 11,086.91 13,050.00 (1,963.09) 11,086 13,050 (1,964)
BALANCE SHEET ACTIVITY
Tenant Billing 2.50 0.00 2.50 3 0 3
Prepaid Insurance 832.50 874.00 (41.50) 833 874 (41)
Escrow - Taxes (7,569.25) (7,836.00) 266.75 (7,569) (7,336) 267
Escrow - Insurance (1,204.80) (874.00) (330.80) (1,205) (874) (33!)
Loan Reserves (1,075.14) (1,065.00) (10.14) (1,075) (1,065) (10)
Loan Payable- Wells Farg (3,977.56) (3,978.00) 0.44 (3,978) (3,978) 0
Accrued Taxes Payable 7,836.00 7,836.00 0.00 7,836 7,836 0
TOTALBWSACTIVITY (5,155.75) (5,043.00) (112.75) (5,155) (5,043) (112)
PROJECT CASH FLOW 5,931.16 8,007.00 (2,075.84) 5,931 8,007 (2,076)
OWNER CONTRIB/DISTRIBVT
Capital Distributions (2,760.00) 0.00 (2,760.00) (2,7601 0 (2,760)
TOTAL OWNER ACTNITY (2,760.00) 0.00 (2,760.00) (2,760) 0 (2.760j
ENDING CASH BALANCE 94,735.86 0.00 (94,735.86) 94,736 0 (94,736)
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TOTAL 8/6 ACTIVITY
O
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ro
H/2/2012
/2/2012
User: MANAGER
DT Land Group, Inc.
Activity Reconciliation Report
Property: ABC SHOPPING CENTER
2008 c/o DT Land Group, Inc.
Austin, TX 78703
10/1/2012 to 10/31/2012
12:48:31 PM
Page 1 of 3
Unit Ref. Name / Beginning Charges Payments Payment Ending Deposits /
Num Suite Chrg Description Balance and Adj and Adj Date Balance Lease Term
2008-101 CI01
Tenant 1
2,000.00
12/01/2003
CAM Common Area Maintenance 0.00 256.00 256.00 10/2/2012 0.00 11/30/2013
INS Insurance 0.00 46.00 46.00 10/2/2012 0.00
MGT Management Fee 0.00 87.00 87.00 10/2/2012 0.00
RNT Monthly Rent 0.00 1,729.99 1,729.99 10/2/2012 0.00
TAX Property Taxes 0.00 446.00 446.00 10/2/2012 0.00
2008-102 C102
Tenant 2
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
2008-400 D
Tenant 3
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
2008-200 A
Former
Tenant 4
CAM Common Area Maintenance
INS Insurance
RNT Monthly Rent
TAX Property Taxes
SDR Security Deposit Refund
2008-400A DD
Former
LAT Late Charge
2008-400 D
Former
Tenant 5
Tenant 6
YEC 2012 Y/E CAM Reconciliation
YEl 2012 Y/E Ins. Reconciliation
YET 2012 Y/E Tax Reconciliation
CAM Common Area Maintenance
WS Insurance
LSR Landscape Reimbursement
LAT Late Charge
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
UTL 1Jtil Reimb.
2008-300 B300 Lab Corp
0.00 2,564.99 2,564.99 0.00
2,707.81
12/01/2006
0.00 421.00 421.00 10/2/2012 0.00 07/31/2016
0.00 75.00 75.00 10/2/2012 0.00
0.00 144.00 144.00 10/2/2012 0.00
0.00 3,138.65 3,138.65 10/2/2012 0.00
0.00 732.00 732.00 10/2/2012 0.00
0.00 4,510.65 4,510.65 0.00
5,000.00
08/01/2012
0.00 707.74 707.74 10/2/2012 0.00 08/31/2017
0.00 128.15 128.15 10/2/2012 0.00
0.00 241.74 241.74 10/2/2012 0.00
0.00 6,116.25 6,116.25 10/2/2012 0.00
0.00 1,234.90 1,234.90 10/2/2012 0.00
0.00 8,428.78 8,428.78 0.00
0.00
09/01/2010
0.00 725.85 725.85 10/10/2012 0.00 10/31/20I2
0.00 93.94 93.94 10/10/2012 0.00
0.00 1,868.13 1,868.13 10/10/2012 0.00
0.00 877.49 877.49 10/10/2012 0.00
0.00 3,394.66 3,394.66 10/31/2012 0.00
0.00 6,960.07 6,960.07 0.00
0.00
12/01/2010
304.95 -304.95 0.00 0.00 11/30/2015
304.95 -304.95 0.00 0.00
0.00
12/01/2000
49.81 -49.81 0.00 0.00 11/30/2015
2.55 -2.55 0.00 0.00
-1,435.87 0.00 -1,435.87 0.00
709.00 -709.00 0.00 0.00
127.00 -127.00 0.00 0.00
296.78 -341.00 -44.22 0.00
3,392.75 -1,912.66 1,480.09 10/1/20I2 0.00
242.00 -242.00 0.00 0.00
6,553.13 -6,553.13 0.00 0.00
1,234.00 -1,234.00 0.00 0.00
400.00 -400.00 0.00 0.00
I1,571.15 -11,571.15
0.00 0.00
2,500.00
09/01/2006
I1/2/2012
User: MANAGER
DT Land Group, Inc.
Activity Reconciliation Report II
ABC SHOPPING CENTER
Property :
2008 c/o DT Land Group, Inc.
Austin, TX 78703
10/1/2012 to 10/31/2012
12:48:31 PM
Page 2 of 3
Unit Ref.
Num
Name / Beginning Charges Payments Payment Ending Deposits /
Suite Chrg Description Balance and Adj and Adj Date Balance Lease Term
CAM Common Area Maintenance -277.00 277.00 0.00 0.00 08/31/2012
INS Insurance -50.00 50.00 0.00 0.00
MGT Management Fee -95.00 95.00 0.00 0.00
RNT Monthly Rent -1,869.37 5,608.11 0.00 3,738.74
TAX Property Taxes -483.00 483.00 0.00 0.00
-2,774.37 6,513.11 0.00 3,738.74
2008-600....... _.. ....
Tenant 7 6,000.00
09/01/2003
CAM Common Area Maintenance 0.00 203.00 203.00 10/4/2012 0.00 08/31/2013
INS Insurance 0.00 36.00 36.00 10/4/2012 0.00
MGT Management Fee 0.00 69.00 69.00 10/4/2012 0.00
RNT Monthly Rent 0.00 7,919.52 7,919.52 10/4/2012 0.00
TAX Property Taxes 0.00 354.00 354.00 10/4/2012 0.00
0.00 8,581.52 8,581.52 0.00
2008-500 E
Tenant 8
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
SDR Security Deposit Refund
2008-306 B306
Tenant 9
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
2008-100 C100
Tenant 10
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
2008-302 B302
Tenant 11
CAM Common Area Maintenance
INS Insurance
MGT Management Fee
RNT Monthly Rent
TAX Property Taxes
-500.58
-90.64
-170.98
-2,884.00
-873.44
0.00
0.00
0.00
0.00
0.00
0.00
2,884.00
0.00
0.00
0.00
0.00
0.00
2,884.00 10/23/2012
0.00
I0/29/2012
-500.58 10/31/2015
-90.64
-170.98
-2,884.00
-873.44
0.00
-4,519.64 2,884.00 2,884.00 -4,519.64
-724.14
-131.12
-247.34
-2,183.73
-1,263.52
724.14
131.12
247.34
2,183.73
1,263.52
2,500.00
04/01/20I2
724.14 10/18/2012 -724.I4 05/31/2017
131.12 10/18/2012 -131.12
247.34 10/18/2012 -247.34
2,183.73 10/18/2012 -2,183.73
1,263.52 10/18/2012 -1,263.52
4,549.85 4,549.85 4,549.85 4,549.84
0.00
0.00
0.00
0.00
0.00
0.00
424.00
77.00
145.00
1,392.67
738.00
2,776.67
2,950.71
01/01/2012
424.00 10/1/2012 0.00 06/30/2017
77.00 10/1/2012 0.00
145,00 10/1/2012 0.00
1,392.67 10/1/2012 0.00
738.00 10/1/2012 0.00
0.00
0.00
0.00
0.00
0.00
169.00
30.00
58.00
588.63
293.00
2,776.67 0.00
1,104.55
10/01/2010
169.00 10/2/2012 0.00 10/31/2012
30.00 10/2/2012 0.00
58.00 10/2/2012 0.00
588.63 10/2/2012 0.00
293.00 10/2/2012 0.00
0.00 1,138.63 1,138.63 0.00
112/2012
User: MANAGER
DT Land Group, Inc.
Activity Reconciliation Report I
ABC SHOPPING CENTER
Property :
2008 c/o DT Land Group, Inc.
Austin, TX 78703
Unit Ref. Name /
Num Suite Chrg Description
Property Totals :
CAM Common Area Maintenance
INS Insurance
MGT Management Pee
RNT Monthly Rent
TAX Property Taxes
SDR Security Deposit Refund
LAT Late Charge
YEC 20I2 Y/E CAM Reconciliation
YET 2012 Y/E Ins. Reconciliation
YET 2012 Y/E Tax Reconciliation
ISR Landscape Reimbursement
UTL Util Reimb.
10/1/2012 to 10/31/2012
12:43:31 PM
Page 3 of 3
Beginning Charges Payments Payment Ending Deposits /
Balance and Adj and Adj Date Balance Lease Term
-792.72 3,198.73 3,630.73
-144.76 540.21 617.21
-271.32 845.08 992.08
-383.97 23,992.55 24,937.57
-1,385.96 5,187.91 5,938.91
0.00 6,278.66 6,278.66
3,697.70 -2,217.61 1,480.09
49.81 -49.81 0.00
2.55 -2.55 0.00
-1,435.87 0.00 -1,435.87
296.78 -341.00 -44.22
400.00 -400.00 0.00
32.24 37,032.17 42,395,16
-1,224.72
-221.76
-418.32
-1,328.99
-2,136.96
0.00
0.00
0.00
0.00
0.00
0.00
0.00
-5,330.75
24,763.07
DT Land Group, Inc.
Commercial Rent Roll
REPORT DATE FROM 10/1/2012 TO 10/31/2012
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Commercial Rent Roll
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PROPERTY TOTALS
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