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C. The Owner shall indemnify. defend and save the Agent harmless from all claims. investigations and suites with respect to any alleged or actual violation of state or federal laws. except for activities arising out of the Agent's willful misconduct or gross negligence \vas a result of Owner's instruction or direction, in which event Owner shall indemnify Agent. Owner's obligation under this paragraph 20c. shall include the payment of all settlements, judgments. damages, liquidated damages, penalties, forfeitures. back pay awards. court costs, litigation expenses and attorney's fees. d. To give adequate advance written notice to the Agent if payment of mortgage indebtedness. general taxes or special assessments or the placing of fire, steam boiler or any other insurance is desired. e. The Owner agrees to indemnity the Agent as to any liability imposed upon the Agent by virtue of Agent's actions with respect to the Property, except for activities arising ou! Agents willful misconduct or gross negligence, unless such conduct or gross negligence was a result of Owner's instruction or direction which event Owner shall indemnify Agent. 21. AGENT'S COMPFNSA T ION. All forms of compensation to Agent are Property Expenses. The Anent will be compensated for its services under this agreement by a monthly management fee. Such fee will be payable not later then the fifth (5`11) day of each month for the preceding month. On the first day of each succeeding month during the term o1' the Agreement the monthly management feel shall be as follows: s 117 be �:', .�! a.ui. il_i'11i iiCl:i f i lo?iihi, in' nf1ucin nt fee I be a wll, 118 -131 South Michigan Street — Leighton Plaza Garage Retail Redevelopment Retail Shops monthly fee will be a minimum of Six Hundred Twenty Five Dollars (5625.00) or 5 %, or gross revenues collected whichever is greater. • Leighton Plaza Courtyard located at 130 South Main Street monthly fee will be a flat fee of Seventy -Five Dollars (575.00). In addition to the monthly management fee, the Agent will be compensated for the following services. a. All expenses for maintenance. repair and work order processing (including any inspections by maintenance staff) are Property Expenses and are invoiced bi- weekly and are due •within seven business days. Maintenance rates are listed in "'Exhibit A" of this Agreement.