Legal Due Diligence Report - BFRE - Brazilian Finance e Real Estate

DOCS - 351174v1
as an interest of 1%/month, court costs and attorney’s fees, with no prejudice
to the resolution of the agreement;
xi. the above mentioned penalties are also due in case Tenant deceits or
diminishes the real amount of its revenues or prevent Lessors from examining
its registries and commercial books;
xii. Tenant shall render its books to Lessors in order to allow Lessors to examine
its sales and verify the correct payment of the percentage rent;
xiii. Lessors shall audit the Tenants’ sales by indicating an auditor to verify the
stores sales;
xiv. Tenant shall pay for all costs, taxes and insurance expenses in connection with
the use and occupation of both the commercial and the shared areas of the
mall; and the services rendered for the maintenance of the regular and safe
use, management and upgrading of the mall, including the costs with
landscaping and gardening (the last expense is forbidden, according to the
article 54, first paragraph, “b”, of Law no. 8.245/1991, which regulates the
lease agreements).
xv. it is also due by Tenants a 5% administration fee over all expenses paid by all
Tenants; such administration fee is collected by BPS, who forwards it entirely
to Ancar.
xvi. Tenant shall reimburse Lessors for all tort claims and for all costs related to
damages caused to third parties in connection with its activities in the
commercial areas; if the damage occurres in the shared areas, all Tenants
shall reimburse Lessors accordingly to its participation in the shared expenses;
xvii. the obligation of personal guaranty in every lease agreement;
xviii. Tenant must be a member of the Storeowners’ Association (“Associação dos
Lojistas do Botafogo Praia Shopping”);
xix. in case of resolution of the lease agreement Tenant shall pay to Lessors not
only of all its debts with the corresponding interests an amendments, but also
an amount corresponding to the expenses for possession retaking and for the
reorganization of the rented area in order to permit a new lease plus
commissions and, if applicable, judicial costs and attorney’s fees.
3. Special Provisions of the Lease Agreements
As mentioned above, we have also examined some lease agreements celebrated with
important retailers, which occupy anchor stores, mega stores and stores exceeding 300
square meters of area. The lease agreements contain some provisions substantially different
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