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including expenses of Aristek directly attributable
thereto. (other than Excluded Partnership Expenses (as
hereinafter defined) but including expenses for capital
improvements), without deduction for depreciation and
amortization of intangibles, but after a reasonable
allowance for cash reserves for repairs, replacements,
capital improvements, contingencies, debt service and
other anticipated obligations as detenained by Aristek,
and. (y) the net cash realized by Aristek from the sale,
refinancing or oth. r disposition of such Property after
retirement of applicable mortgage debt and all expenses.
related to the transaction, including net cash realized
by Aristek front.payments or prepayments of any note or
notes given to Aristek in connection with any sale or {
other disposition of such Property and, in the case of
.any refinancing, the establishment of a•reserve, as
determined by Aristek, for_debt service;-
(ii) ''Investment Recovery" means the time at
which Aristek shall have recovered from Net Cash
Proceeds from such Property, an amount equal to the
amount of all funds of Aristek (exclusive of mortgage
amounts but inclusive of every other source) invested
in such Property, including, without limitation, the
down payment of the purchase price, other expenses
incurred in connection-with the acquisition of such
Property, and any amounts expended for capital improve-
ments or for operating deficits for such Property; and
(iii) "Excluded Partnership Expenses" means.
any portion of the Performance Fee attributable to such
Property payable to the general partner of Aristek
under its First Amended Agreement of Limited Partnership,
dated June 29, 1976, as amended from time to time (the
f "First Amended Agreement"), and any other fees, com-
missions, and other payments attributable to such
Property which the general partner or.its affiliates
are precluded from receiving under the First Amended•
Agreement.
2. Payments to be made to DeGroot pursuant to Section
1 hereof will be determined and paid on a quarterly basis,
within 45 days after the end of each fiscal quarter.
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3. Upon ten days' prior written notice from DeGroot
to Aristek, Aristek will permit DeGroot, through his accountants
or other representatives or in person, to examine the books
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