EXCLUSIVE BROKERAGE AGREEMENT
This Agreement is made and entered into on this 6th day of February, 1995 by and between Street Retail, Inc., a
Maryland corporation and wholly- owned subsidiary of Federal Realty Investment Trust ("Client"), and Westport
Advisors Corporation ("Broker").
In consideration of the mutual covenants set forth in this Agreement, the parties agree as follows:
1. Client hereby appoints Broker as its exclusive real estate advisor for the purchase of urban retail buildings (i.e.
not traditional "strip" shopping centers or shopping malls) located in Connecticut and Westchester County, New
York (the "Metro Area"). Broker shall perform the duties of a real estate advisor; specifically, Broker shall
conduct searches for properties which fit the criteria established by Client and assist Client with all aspects of the
due diligence process in order to enable Client to evaluate the desirability and feasibility of acquiring such
properties or any interest therein; such assistance shall include collecting and providing Client with market
information such as demographics, information on competing properties, comparable rentals and sales and
assistance in the appraisal and underwriting of the properties.
2. Broker represents and warrants that:
a) Broker will act in accordance with the highest professional standards of the industry and in compliance with all
applicable laws, regulations, codes, ordinances and orders.
b) There are no obligations, commitments, or impediments of any kind that will limit or prevent the Broker's
performance of its services and obligations pursuant to this Agreement.
c) The Broker is duly licensed as a real estate broker in the State of Connecticut and New York.
d) Broker will perform its services in a professional manner and in the most expeditious and economical manner
consistent with the interest of Client.
e) Advisor is an independent contractor and not an employee of Client.
3. Broker's authority is limited to performing the services in acco