Common use of Fees and Other Payments A Clause in Contracts

Fees and Other Payments A. The Partnership shall make the following payments and pay the following fees to the General Partners and/or their Affiliates: (i) to the Selling Agent, the Selling Commissions. (ii) to the Administrative General Partner, the Offering and Promotional Expenses Reimbursement Allowance. (iii) to the Administrative General Partner, the Organization and Start-Up Fee. (iv) to Benchmark Homes, Inc., payments pursuant to the Land Acquisition Agreements and the Development Agreements. (v) to the Property Manager, payments under the Property Management Agreements, provided that such payments do not exceed the lesser of (a) the fees which are competitive for similar services in the geographic area of the Property or (b) 5% of the gross revenues from the Property to which the Property Management Agreement relates, including leasing, re-leasing and leasing related services, and that included in the Property Management Fee are bookkeeping services and fees paid to non-related persons. (vi) to the Administrative General Partner, the Development General Partner and/or their Affiliates, a fee for securing Refinancing, payable at the closing of any such financing, provided that the Development General Partner, the Administrative General Partner and/or their Affiliates actually render such services. Any fee paid will be reasonable and competitive with the services provided, and is not expected to exceed a total of 1% of the principal amount of the debt incurred. If both General Partners render services to secure Refinancing, the fee will be divided between them commensurate with actual services rendered. (vii) to the Development General Partner, the Administrative General Partner and/or their Affiliates, real estate brokerage commissions, payable upon the Sale of any Property, provided that the Development General Partner, the Administrative General Partner and/or their Affiliates actually render real estate brokerage services in connection with such Sale. Any commissions paid to the General Partners or their Affiliates will be limited to a maximum of 1.5% of the contract price for the Sale of the Property, and will be subordinated to the payment to Unitholders of their Adjusted Capital Balance plus the unpaid portion, if any, of their Cumulative Return. If more than one of the General Partners or their Affiliates is involved in rendering real estate brokerage services to the Partnership, the commission will be divided between them commensurate with actual services rendered.

Fees and Other Payments A. The Partnership Fund shall make cause the following payments and pay the following fees to be paid to the General Partners and/or or their Affiliates: (i) to the Selling Agent, the Selling CommissionsCommissions and the Due Diligence Expense Reimbursement Fee. (ii) to the Administrative General Partner, the Offering and Promotional Expenses Reimbursement Allowance. Organization Expense Fee., (iii) to the Administrative General Partner, the Organization Acquisition Fees and Start-Up Feethe prepaid terms and fees related to the acquisition of the Facilities and paid by the Administrative General Partner. (iv) to Benchmark Homes, Inc.certain Affiliates of the Development General Partner and the Administrative Part- ner, payments pursuant to the Land Partnership Interest Options, the Existing Partnership Interest Acquisition Agreements and the Development Partnership Interest Acquisition Agreements. (v) to the Property ManagerNursing Center Manager on behalf of the Operating Partnerships, payments under pursuant to the Property Management Agreements, provided that such payments do not exceed the lesser of (a) the fees which are competitive for similar types and quality of services in the geographic area of the Property Facility or (b) 56% of the gross revenues from the Property Facility to which the Property Management Agreement relates, including leasing, re-leasing and leasing related services, and that included . Included in the Property Management Fee are such management fee shall be bookkeeping services and fees paid to non-related personsany party. (vi) to the Administrative General Partner, the Development General Partner and/or their Affiliates, a fee for securing Refinancing, payable at the closing of any such financing, provided that the Development General Partner, the Administrative General Partner and/or their Affiliates actually render such services. Any fee paid will be reasonable and competitive with the services provided, and is not expected to exceed a total of 1% of the principal amount of the debt incurred. If both General Partners render services to secure Refinancing, the fee will be divided between them commensurate with actual services rendered. (vii) to the Development General Partner, the Administrative General Partner and/or or their Affiliates, real estate brokerage commissions, payable upon the Sale of any PropertyFacility, provided that the Development General Partner, the Administrative General Partner and/or Partners or their Affiliates actually render real estate brokerage services in connection with such Sale. Any commissions paid to the General Partners or and their Affiliates will be limited to a maximum one-half of 1.5the competitive real estate commission for like properties located in the same geographic area not to exceed 3% of the contract price for the Sale of the PropertyFacility, and will be subordinated to the payment to Unitholders Investors of their Adjusted Capital Balance plus the unpaid portion, if any, of their Cumulative Preferred Return. If more than one of the General Partners or their Affiliates is involved in rendering real estate brokerage services to the PartnershipFund, the commission will be divided between them commensurate with actual services rendered. (vii) to First Meridian Mortgage Corporation a Mortgage Placement Fee equal to .5% of the financing obtained to facilitate the acquisition of Operating Partnership Interests. (viii) to the Administrative General Partner a fee for 1988 equal to (i) $12,500 if the Operating Partnership Interest relating to Facility I is acquired, (ii) $25,000 if the Operating Partnership Interests relating to Facilities I and II are acquired, (iii) $37,500 if the Operating Partnership Interest relating to Facilities I, II and III are acquired or (iv) $50,000 if the Operating Partnership Interests relating to all of the Existing Facilities are acquired; and after 1988, a fee equal to the greater of $75,000 per year or .5% of the Fund's annual revenues for routine and recurring accounting and clerical services, communications, services and reports to Investors, and routine and recurring reports made to regulatory authorities. B. The total of the fees owed to the General Partners and their Affiliates, as set forth in subsection A. (i), (ii) and (iii) above, shall in no event exceed 16.6% of the Gross Proceeds of the Offering.

Fees and Other Payments A. The Partnership Fund shall make cause the following payments and pay the following fees to be paid to the General Partners and/or or their Affiliates: (i) to the Selling Agent, the Selling CommissionsCommissions and the Due Diligence Expense Reimbursement Fee. (ii) to the Administrative General Partner, the Offering and Promotional Expenses Reimbursement Allowance. Organization Expense Fee., (iii) to the Administrative General Partner, the Organization Acquisition Fees and Start-Up Feethe prepaid terms and fees related to the acquisition of the Facilities and paid by the Administrative General Partner. (iv) to Benchmark Homes, Inc.certain Affiliates of the Development General Partner and the Administrative Part- ner, payments pursuant to the Land Partnership Interest Options, the Existing Partnership Interest Acquisition Agreements and the Development Partnership Interest Acquisition Agreements. (v) to the Property ManagerNursing Center Manager on behalf of the Operating Partnerships, payments under pursuant to the Property Management Agreements, provided that such payments do not exceed the lesser of (a) the fees which are competitive for similar types and quality of services in the geographic area of the Property Facility or (b) 56% of the gross revenues from the Property Facility to which the Property Management Agreement relates, including leasing, re-leasing and leasing related services, and that included . Included in the Property Management Fee are such management fee shall be bookkeeping services and fees paid to non-related personsany party. (vi) to the Administrative General Partner, the Development General Partner and/or their Affiliates, a fee for securing Refinancing, payable at the closing of any such financing, provided that the Development General Partner, the Administrative General Partner and/or their Affiliates actually render such services. Any fee paid will be reasonable and competitive with the services provided, and is not expected to exceed a total of 1% of the principal amount of the debt incurred. If both General Partners render services to secure Refinancing, the fee will be divided between them commensurate with actual services rendered. (vii) to the Development General Partner, the Administrative General Partner and/or or their Affiliates, real estate brokerage commissions, payable upon the Sale of any PropertyFacility, provided that the Development General Partner, the Administrative General Partner and/or Partners or their Affiliates actually render real estate brokerage services in connection with such Sale. Any commissions paid to the General Partners or and their Affiliates will be limited to a maximum one-half of 1.5the competitive real estate commission for like properties located in the same geographic area not to exceed 3% of the contract price for the Sale of the PropertyFacility, and will be subordinated to the payment to Unitholders Investors of their Adjusted Capital Balance plus the unpaid portion, if any, of their Cumulative Preferred Return. If more than one of the General Partners or their Affiliates is involved in rendering real estate brokerage services to the PartnershipFund, the commission will be divided between them commensurate with actual services rendered. (vii) to First Meridian Mortgage Corporation a Mortgage Placement Fee equal to .5% of the financing obtained to facilitate the acquisition of Operating Partnership Interests. (viii) to the Administrative General Partner a fee for 1988 equal to (i) $12,500 if the Operating Partnership Interest relating to Facility I is acquired, (ii) $25,000 if the Operating Partnership Interests relating to Facilities I and II are acquired, (iii) $37,500 if the Operating Partnership Interest relating to Facilities I, II and III are acquired or (iv) $50,000 if the Operating Partnership Interests relating to all of the Existing Facilities are acquired; and after 1988, a fee equal to the greater of $75,000 per year or ..5% of the Fund's annual revenues for routine and recurring accounting and clerical services, communications, services and reports to Investors, and routine and recurring reports made to regulatory authorities. B. The total of the fees owed to the General Partners and their Affiliates, as set forth in subsection A. (i), (ii) and (iii) above, shall in no event exceed 16.6% of the Gross Proceeds of the Offering.