0001319947-12-000042 Sample Contracts

COST SHARING AGREEMENT
Cost Sharing Agreement • November 2nd, 2012 • DSW Inc. • Retail-shoe stores • Ohio

This Cost Sharing Agreement (this “Agreement”) is made this 30th day of October, 2012, by and between 810 AC LLC (“810”), an Ohio limited liability company, and 4300 East Fifth Avenue LLC (“4300”), an Ohio limited liability company.

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Agreement of Purchase and Sale between
Agreement of Purchase and Sale • November 2nd, 2012 • DSW Inc. • Retail-shoe stores • Ohio

AGREEMENT OF PURCHASE AND SALE (this “Agreement”) entered into on October 31, 2012 and made effective October 11, 2012 (the “Effective Date”), by and between 4300 East Fifth Avenue LLC, an Ohio limited liability company; 4300 Venture 34910 LLC, a Delaware limited liability company; and 4300 Venture 6729 LLC, a Delaware limited liability company (individually, each as “Seller” and collectively “Sellers”), with offices at 4300 East Fifth Avenue, Columbus, Ohio 43219, and DSW Inc., an Ohio corporation (“Buyer”), with offices at 810 DSW Drive, Columbus, Ohio 43219.

MANAGEMENT AGREEMENT
Management Agreement • November 2nd, 2012 • DSW Inc. • Retail-shoe stores • Ohio

THIS MANAGEMENT AGREEMENT, effective and dated as of October 30, 2012 (“this Management Agreement” or “this Agreement”), by and between 810 AC LLC, an Ohio limited liability company, having an address at 810 DSW Drive, Columbus, Ohio 43219 (“Owner”), and SCHOTTENSTEIN PROPERTY GROUP, LLC, an Ohio limited liability company, having an address at 4300 East Fifth Ave., Columbus, Ohio 43219 (“Manager”).

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