Kite Realty Group Trust (KRG)

Cost-Sharing and Other Agreements with Affiliates

In August 2004, we entered into a cost-sharing agreement with KMI Management, pursuant to which it reimburses us for the cost of administrative and other services we provide to KMI Management and we reimburse it for the cost of construction advisory, human resources and other services KMI Management provides to us. In 2008, no services were exchanged under the cost-sharing agreement with KMI Management. The cost-sharing agreements have a one-year term, but contain automatic one-year renewals unless either party elects not to renew the agreement. Decisions by us regarding termination or amendment of the cost-sharing agreements require the approval of a majority of the independent members of our Board of Trustees.

During 2005, we entered into fee-based construction management contracts for the build-out of condominiums in the Indianapolis Conrad Hotel with Circle Block Partners, LLC, which is the entity that owns the Conrad Indianapolis Hotel and condominiums, and in which Alvin E. Kite, Jr., John A. Kite, and Thomas K. McGowan own direct interests. During 2008, we received payments from Circle Block Partners, LLC under these fee-based construction management contracts totaling approximately $0.3 million. In addition, during 2008, Circle Block Partners paid us an annual fee of $0.2 million for investment management services we provided to Circle Block in connection with the Conrad Hotel’s operations. At December 31, 2008, $0.4 million was outstanding and due to us from Circle Block under these arrangements.

Cost-Sharing and Other Agreements with Affiliates

In August 2004, we entered into a cost-sharing agreement with KMI Management, pursuant to which it reimburses us for the cost of administrative and other services we provide to KMI Management and we reimburse it for the cost of construction advisory, human resources and other services KMI Management provides to us. In 2007, no services were exchanged under the cost-sharing agreement with KMI Management. The cost-sharing agreements have a one-year term, but contain automatic one-year renewals unless either party elects not to renew the agreement. Decisions by us regarding termination or amendment of the cost-sharing agreements require the approval of a majority of the independent members of our Board of Trustees.

During 2005, we entered into fee-based construction management contracts for the build-out of condominiums in the Indianapolis Conrad Hotel with Circle Block Partners, LLC, which is the entity that owns the Conrad Indianapolis Hotel and condominiums, and in which Alvin E. Kite, Jr., John A. Kite, Paul Kite, and Thomas K. McGowan own direct interests. During 2007, we received payments from Circle Block Partners, LLC under these fee-based construction management contracts totaling approximately $298,600. In addition, in 2006, we entered into a facilities management agreement with Circle Block Partners, LLC and earned an annual fee of $100,000 in 2007 for such services of which approximately $50,200 was due to us as of December 31, 2007.

Cost-Sharing and Other Agreements with Affiliates

In August 2004, we entered into a cost-sharing agreement with KMI Management, pursuant to which it reimburses us for the cost of administrative and other services we provide to KMI Management and we reimburse it for the cost of construction advisory, human resources and other services KMI provides to us. In 2006, we also entered into a cost-sharing agreement with the same terms with Circle Block Partners, LLC, an entity owned by Al Kite, John Kite, Paul Kite and Tom McGowan. In 2006 KMI Management and Circle Block Partners, LLC reimbursed us approximately $143,200 and we reimbursed KMI Management approximately $5,700 under the cost-sharing agreement. The cost-sharing agreements have a one-year term, but contain automatic one-year renewals unless either party elects not to renew the agreement. Decisions by us regarding termination or amendment of the cost-sharing agreements require the approval of a majority of the independent members of our Board of Trustees.

During 2005 we entered into fee-based construction management contracts for the build-out of condominiums in the Indianapolis Conrad Hotel with Circle Block Partners, LLC. During 2006, we received payments from Circle Block Partners, LLC under these fee-based construction management contracts totaling approximately $785,800. In addition, in 2006, we entered into a facilities management agreement with Circle Block Partners, LLC and earned an annual fee of $100,000 in 2006 for such services of which approximately $8,300 was due to us as of December 31, 2006.

During 2006, we earned market-based fees of $550,000 and $85,000 from Circle Block Partners, LLC for arranging debt financing in connection with Circle Block construction projects.

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Circle Block Partners, LLC also leased space from us pursuant to two leases entered into in September and December 2004. The leases ran through February and March 2006, respectively, and provided for total monthly rent payments of $9,471. We received approximately $28,400 in rent under these leases in 2006.

Cost-Sharing and Other Agreements with Affiliates

     In August 2004, we entered into a cost-sharing agreement with KMI Management, pursuant to which it reimburses us for the cost of administrative and other services we provide to KMI Management and we reimburse it for the cost of construction advisory, human resources and other services KMI provides to us. In 2005 KMI Management reimbursed us $42,331 and we reimbursed KMI Management $110,444 under this cost-sharing agreement. The cost-sharing agreement has a one-year term, but contains automatic one-year renewals unless either party elects not to renew the agreement. Decisions by us regarding termination or amendment of the cost-sharing agreement require the approval of a majority of the independent members of our Board of Trustees.

     During 2005 the Company entered into fee-based construction management contracts for the build-out of condominiums in the Indianapolis Conrad Hotel totaling  approximately $7.3 million with Circle Block Partners, LLC, an entity owned by Al Kite, John Kite, Paul Kite and Tom McGowan. During 2005, the Company entered into contracts with Kite, Inc. totaling approximately $388,000 to perform interior construction service in connection with these construction management contracts.

     Circle Block Partners, LLC also leases space from us pursuant to two leases entered into in September and December 2004. The leases run through February and March 2006, respectively, and provide for total monthly rent payments of $9,471. We received approximately $113,647 in rent under these leases in 2005.