Common use of COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING Clause in Contracts

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer shall xxxx tenants for all amounts due under Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer shall prepare and send to tenants all financial statements and data required by Leases, and Seller shall cooperate and assist Buyer in preparing same as may be reasonably required and requested by Buyer. Any amounts due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date are herein called "Delinquent Amounts." Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer, then toward the payment of rent and other charges owed to Buyer (without reduction for any portion thereof payable to the managing agent), and any excess monies received shall be applied toward the payment of Delinquent Amounts. Buyer may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amounts, provided that Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real Property. Buyer may, by written notice to Seller restrict Seller from collecting such Delinquent Amounts, but only if Buyer first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer of all of Seller's rights and causes of action with respect thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rentsFrom and after the Closing, rents Seller shall be deemed received by a party if received by entitled to xxxx, collect and receive all fixed, minimum and base rentals due in the month in which the Closing Date occurs, all Base Percentage Rentals calculated on the basis of sales occurring during the month in which the Closing Date occurs or due in such party's property managermonth, all Overage Rents due in the month in which the Closing Date occurs, all Charges under CAM Leases due in the month in which the Closing Date occurs and all contributions for marketing expenses due in the month in which the Closing Date occurs (collectively "Closing Month Amounts"), and the tenants under the Leases shall, pursuant to the tenant notices disclosing the sale, be instructed to pay all such Closing Month Amounts directly to Seller. After Except to the extent provided in the preceding sentence, after the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under Leases, including amounts accruing Leases and attributable to periods prior to the Closing Date (including any amounts accrued prior to, but payable after, the Closing Date), including without limitation, any unpaid fixed, minimum and make a good faith effort to collect such amountsbase rents, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer Base Percentage Rents, Overage Rents, Charges due under CAM Leases and contributions for marketing expenses (collectively, "Seller Amounts"); Purchaser shall prepare and send to tenants all financial statements and data required by Leases, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required the preparation thereof. Purchaser shall use good faith and requested by Buyerreasonable efforts to collect all Seller Amounts, including any Closing Month Amounts not paid to Seller. Any amounts due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date are herein called "Delinquent Amounts." Notwithstanding the foregoing or and in the absence of any direction from tenants to the contrary, rental and other payments received by Buyer or Seller Purchaser from tenants after Closing (excluding Overage Rents, which shall be first applied toward in accordance with the provisions of Section 6.2(d) above) shall be applied on a tenant by tenant basis, as follows: (i) first, to the actual out-of-pocket third party costs of collection paid by Buyercollection; (ii) second, then toward the payment of to rent and other charges due in the month in which the Closing Date occurs, unless the applicable amount was paid directly to Seller; (iii) third, to current rent and other charges then owed to Buyer Purchaser; (without reduction for iv) fourth, to any portion thereof payable Seller Amounts then due Seller; and (v) finally, any balance to Purchaser. On the Recalculation Date, Seller and Purchaser shall determine the total amount of all Seller Amounts collected by Purchaser after the Closing Date and prior to the managing agent), and any excess monies received shall Recalculation Date which are to be applied toward to Seller as herein provided and the payment total amount of Delinquent Amountsall Closing Month Amounts collected by Seller after the Closing and prior to the Recalculation Date. Buyer may not waive any Delinquent If the total of all Seller Amounts nor modify a Lease so as collected by Purchaser exceeds the credits for unpaid rents and other charges given to reduce amounts or Seller at Closing, Purchaser shall promptly remit such excess to Seller. If the total of all Seller Amounts so collected by Purchaser is less than the credit for unpaid rents and other charges owed under Leases for any period in which given to Seller is entitled at Closing, Seller shall promptly remit such shortfall to receive a Purchaser. If Purchaser's prorata share of charges or amountsall Closing Month Amounts collected and retained by Seller after the Closing exceeds the credit for such unpaid Closing Month Amounts given to Purchaser at Closing, without first obtaining Seller shall promptly remit such excess amount to Purchaser. If Purchaser's prorata share of all Closing Month Amounts collected and retained by Seller after the Closing is less than the credit for such unpaid Closing Month Amounts given to Purchaser at Closing, Purchaser shall promptly remit such shortfall to Seller's written consent. In addition, on the Recalculation Date, Seller shall calculate the actual amount of prepaid rents received and retained by Seller as of the Closing Date. To the extent such amount exceeds the credit for Net Prepaid Rents given to Purchaser pursuant to Section 6.2(g) above, Seller shall promptly remit such excess amount to Purchaser. To the extent the credit for Net Prepaid Rents exceeded the actual amount of prepaid rents, Purchaser shall promptly remit such shortfall to Seller. From time to time after the Recalculation Date, promptly following receipt by Purchaser of any Seller Amounts, Purchaser shall promptly remit such amounts to Seller as herein provided. After the Closing Date, Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent AmountsSeller Amounts which are not otherwise received and retained by Seller (including to the extent independent or readily separable from any payments due Purchaser, any Seller Amounts due after the Closing Date) and retain any amounts so collected, provided that (i) Seller shall notify Purchaser of its intent to institute any legal proceeding relating thereto not less than ten (10) days prior to the institution thereof, (ii) Seller shall not institute any legal proceedings for collection of such Seller Amounts prior to the expiration of sixty (60) days following the Closing Date, and (iii) Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real Property. Buyer Purchaser may, by written notice to Seller within ten (10) days of receipt of Seller's notice, restrict Seller from collecting such Delinquent Seller Amounts, but only if Buyer Purchaser first pays Seller any such Delinquent Seller Amounts in exchange for Seller's assignment to Buyer Purchaser of all of Seller's rights and causes of action with respect thereto. With respect to Seller Amounts owed by tenants who are no longer tenants of the Real Property as of the Closing Date, Seller shall retain all rights relating thereto. Seller shall have no right to bring any action or otherwise try to collect from any tenant, any Seller Amount due after the Closing Date, that is not independent of, or readily severable from, amounts owed to and collectible by Purchaser.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under Leases, including amounts amount accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer Purchaser shall prepare and send to tenants all financial statements and data required by Leases, the Leases and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required and requested by BuyerPurchaser. Any amounts due and owing by tenants to Seller before the Closing Document Delivery Date under the Leases, and any amounts or charges payable by tenants on or after the Document Delivery Date with respect to which Seller is entitled to receive a share under the Leases which this Contract, are unpaid on herein called “Delinquent Amounts”. Purchaser shall receive (but shall have no obligation to collect) Delinquent Amounts and all amounts received by Purchaser from each party owing such Delinquent Amounts shall be paid to Seller following the Closing Date are herein called "Delinquent Amounts." on a monthly basis on or before the tenth (10th) day of the calendar month following the month of receipt. Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer or Seller Purchaser from tenants on or after the Closing Date shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer, then toward the payment of rent and other charges for the then-current period and any delinquencies owed to Buyer (without reduction for any portion thereof payable to the managing agent)Purchaser, and any excess monies monies, if any, received shall be applied toward the payment of Delinquent AmountsAmounts in accordance herewith. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's ’s written consent. From and after the Closing Date, Seller shall have and reserves the right to pursue any remedy reasonable collection remedies against any tenant owing Delinquent Amounts, provided that (i) Seller shall notify Purchaser of its intent to institute any collection remedy or proceeding not less than fifteen (15) days prior to the institution thereof, and (ii) Seller shall in no event institute any proceeding to terminate any Lease or to evict or dispossess a tenant from the Real Property. Buyer Purchaser may, by written notice to Seller within ten (10) days of receipt of Seller’s notice of intent to institute collection remedies or proceedings, restrict Seller from collecting such Delinquent Amounts, but only if Buyer Purchaser first pays Seller such Delinquent Amounts in exchange for Seller's ’s assignment to Buyer Purchaser of all of Seller's ’s rights and causes of action with respect thereto. With respect to Delinquent Amounts owed by tenants who are no longer tenants of the Property as of the Closing Date, Seller shall retain all rights relating thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect Purchaser shall use reasonable efforts after the Closing to collect delinquent Rents for the period up to the Closing; provided, however, that all rents, rents collections shall be deemed applied first to periods commencing after the Closing, and then to periods prior to the closing. Percentage Rents (if any) shall be prorated by Purchaser when received by a party if received by such party's property managerPurchaser, based on twelve thirty (30) day months. After the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer shall prepare and send to tenants all financial statements and data required by Leases, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required and requested by BuyerPurchaser. Any amounts due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date are herein called "Delinquent Amounts." Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer, then toward the payment of rent and other charges owed to Buyer (without reduction for any portion thereof payable to the managing agent), and any excess monies received shall be applied toward the payment of Delinquent Amounts. Buyer Purchaser may not waive any Delinquent Amounts delinquent amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent, which consent shall not be unreasonably withheld, delayed, or conditioned. During the first twelve (12) months after the Closing Date, Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amountsdelinquent amounts. Purchaser shall not be required to institute any litigation to collect any delinquent Overage Rents or Charges, provided that but shall use reasonable efforts to do so. Purchaser shall receive said amounts in trust for the mutual benefit of Purchaser and Seller, which amounts shall be reprorated to the Closing Date and any and all moneys owed to Seller shall in no event institute any proceeding to evict or dispossess a tenant from be paid within 10 days after final determination of the Real Property. Buyer may, by written notice to Seller restrict Seller from collecting such Delinquent Amounts, but only if Buyer first pays Seller such Delinquent Amounts in exchange for amounts due Seller's assignment to Buyer of all of Seller's rights and causes of action with respect thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. From and after Closing, all rent collections by either Purchaser or Seller shall be first applied to current monthly charges, with the balance, if any, to be applied to arrears for months following Closing and then for arrears in months prior to Closing. After the Closing, Seller shall retain the right to collect any pre-Closing rent delinquencies and shall be permitted to pursue such amounts directly from the tenants; provided, however, that in the event Seller institutes any action or proceeding to collect any delinquent rent after Closing, it shall not seek any remedies which would cause eviction of the tenant or otherwise interfere with a tenant’s possessory rights, or seek to terminate any lease; and provided, further, however, Purchaser shall promptly remit to Seller any rent delinquencies which come into the possession of Purchaser after Closing to which Seller is entitled. Notwithstanding the aforesaid, if any tenant specifically earmarks portions of any payments for reimbursement to Seller of overdue common area maintenance charges, taxes, insurance premiums or other reimbursable expenses due Seller for periods predating the Closing, such earmarked funds shall be paid to Seller regardless of any other priority herein. With respect to all rents, rents shall be deemed received previously unpaid amounts owed by a party if received by such party's property manager. After tenants who are no longer tenants of the Property as of the Closing Date, Buyer shall xxxx tenants for all amounts due under Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer shall prepare and send to tenants all financial statements and data required by Leases, and Seller shall cooperate and assist Buyer in preparing same as may be reasonably required and requested by Buyer. Any amounts due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date are herein called "Delinquent Amounts." Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer, then toward the payment of rent and other charges owed to Buyer (without reduction for any portion thereof payable to the managing agent), and any excess monies received shall be applied toward the payment of Delinquent Amounts. Buyer may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amounts, provided that Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real Property. Buyer may, by written notice to Seller restrict Seller from collecting such Delinquent Amounts, but only if Buyer first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer of retain all of Seller's rights and causes of action with respect relating thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer Purchaser shall xxxx invoice tenants for all amounts due under Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer Purchaser shall prepare and send to tenants all financial statements and data required by Leasesthe Leases to support such invoices, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be such statements to the extent reasonably required and requested by BuyerPurchaser. Any amounts due or accrued and owing unpaid to Seller before the Closing Date by tenants under the Leases which are unpaid before the Closing Date, and any amounts or charges payable by tenants on or after the Closing Date with respect to which Seller is entitled to receive a share under this Contract, are herein called "“Delinquent Amounts." ” Purchaser shall receive (but shall have no obligation to collect) Delinquent Amounts, and all Delinquent Amounts received by Purchaser shall be paid to Seller on a monthly basis on or before the tenth (10th) day of the calendar month following the month of receipt. Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer or Seller Purchaser from tenants on or after the Closing Date shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer, then toward to the payment of rent and other charges owed owing to Buyer (without reduction Purchaser for any portion thereof payable to the managing agent)period after Closing, and any excess monies money received shall be applied toward to the payment of Delinquent Amounts. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's ’s written consent. From and after the Closing Date, Seller shall have and reserves the right to pursue any remedy reasonable collection remedies against any tenant owing Delinquent Amounts, provided that (a) Seller shall in no event notify Purchaser of its intent to institute any collection remedy or proceeding not less than fifteen (15) days prior to the institution thereof, and (b) Seller shall not institute any proceeding or take any action to evict evict, dispossess, or dispossess interfere with a tenant from tenant’s quiet enjoyment of the Real Propertyleased premises. Buyer Purchaser may, by written notice to Seller restrict within ten (10) days of receipt of Seller’s notice of intent to institute collection remedies or proceedings, direct Seller from collecting not to collect such Delinquent Amounts, but only if Buyer first Purchaser concurrently pays Seller the amount of such Delinquent Amounts in exchange for Seller's an assignment to Buyer of all of Seller's ’s rights and causes of action with respect thereto. Seller shall retain all rights with respect to Delinquent Amounts owed by tenants who are no longer tenants of the Property as of the Closing Date.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under I Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer Purchaser shall prepare and send to tenants all financial tax bills, expense statements and other data required by Leases, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required and requested by BuyerPurchaser. Any amounts or charges payable by tenants on or after the Closing Date with respect to which Seller is entitled to receive a share under this Agreement and any amount due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date Date, are collectively herein called "Delinquent Amounts." Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer Purchaser or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyerto third parties other than the managing agent of the Property, then toward the payment of accrued and unpaid rent and other charges owed to Buyer (without reduction for any portion thereof payable to the managing agent)Purchaser, and any excess monies received shall be applied toward the payment of Delinquent Amounts. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. During the first twelve (12) months after the Closing Date, Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amounts, Amounts provided that (i) Seller shall notify Purchaser of its intent to institute any legal proceeding, (ii) Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real Property. Buyer , and (iii) Seller shall not take any action which would limit Purchaser's rights to pursue any remedy Purchaser may have for a default under any Lease, Purchaser may, by written notice to Seller within ten (10) days of receipt of Seller's notice, restrict Seller from collecting such Delinquent Amounts, but only if Buyer Purchaser first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer Purchaser of all of Seller's rights and causes of action with respect thereto. With respect to Delinquent Amounts owed by tenants who are no longer tenants of the Property as of the Closing Date, Seller shall retain all rights relating thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing DateClosing, Buyer Purchaser shall xxxx tenants for all amounts due under Space Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer shall prepare and send to tenants all financial statements and data required by Leases, and Seller shall cooperate and assist Buyer in preparing same as may be reasonably required and requested by BuyerClosing. Any amounts or charges payable by tenants on or after the Closing with respect to which Seller is entitled to receive a share under this Agreement, which are not paid within sixty (60) days after the due date, and any amount due and owing Seller before the Closing Date by tenants under the Space Leases which ere unpaid as of the Closing, are unpaid on the Closing Date are collectively herein called "Delinquent Amounts." ". Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer Purchaser or Seller from tenants shall be first applied toward the actual out-of-pocket costs payment of collection paid by Buyerrent and other charges owed to Purchaser for the month in which the payment is received, then toward the payment of rent and other charges owed to Buyer (without reduction for any portion thereof payable the month in which the Closing occurs, in which case such payment shall be prorated to the managing agent)Closing, then toward any Delinquent Amounts, and any excess monies received shall be applied toward the payment of Delinquent Amountsany other amounts due to Purchaser. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Space Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. During the first twelve months after the Closing, Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amounts, Amounts provided that (i) Seller shall notify Purchaser of its intent to institute any legal proceeding relating thereto not less than thirty (30) days prior to the institution thereof, (ii) Seller shall not institute any legal proceedings for collection of Delinquent Amounts prior to the expiration of ninety (90) days following the Closing, (iii) Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real PropertyProperty and (iv) Seller shall not take any action which would limit Purchaser's rights to pursue any remedy Purchaser may have for a default under any Space Lease. Buyer Purchaser may, by written notice to Seller within twenty (20) days of receipt of Seller's notice, restrict Seller from collecting such Delinquent Amounts, but only if Buyer Purchaser first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer Purchaser of all of Seller's rights and causes of action with respect thereto. With respect to Delinquent Amounts owed by tenants who are no longer tenants of the Property as of the Closing, Seller shall retain all rights relating thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under Leasesbill xxx Rent, including amounts accruing after the Closing Date but prior to the last day of the month in which the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect sameoccurs. Buyer Purchaser shall prepare and send to tenants all financial statements and data required by Leasesrelating to the billing of such Rent, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required and requested by BuyerPurchaser. Any amounts Rent with respect to which Seller is entitled to receive a share under this Agreement, which is due and owing Seller before but unpaid as of the Closing Date by tenants under and which is not paid within sixty (60) days after the Leases which are unpaid on the Closing Date are due date, is collectively herein called "Delinquent Amounts." ". Notwithstanding the foregoing or any direction from tenants to the contraryforegoing, rental and other payments received by Buyer Purchaser or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyer(a) first, then toward towards the payment of rent and other charges owed to Buyer (without reduction for any portion thereof payable Rent attributable to the managing agent)calendar month in which the Closing Date occurs, (b) second, towards the payment of Rent attributable to periods after the Closing Date, and any excess monies received shall be applied toward (c) third, towards the payment of Delinquent Amounts. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. Seller shall have and reserves the right to pursue any remedy against relative to Delinquent Amounts provided that (i) Seller shall notify Purchaser of its intent to institute any legal proceeding relating thereto not less than ten (10) Business Days prior to the institution thereof, and (ii) Seller shall not take any action which would terminate or dispossess any tenant owing Delinquent Amounts, provided that Seller shall in no event institute or licensee or which would limit Purchaser's rights to pursue any proceeding to evict or dispossess remedy Purchaser may have for a tenant from the Real Propertydefault. Buyer Purchaser may, by written notice to Seller within ten (10) Business Days of receipt of Seller's notice, restrict Seller from collecting such Delinquent Amounts, but only if Buyer Purchaser first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer Purchaser of all of Seller's rights and causes of action with respect thereto. If a tenant or licensee no longer uses or occupies a parking space in the Property, Seller shall retain all rights relating to Delinquent Amounts and shall have the unrestricted right to pursue any and all remedies relative thereto.

COLLECTIONS AND APPLICATION OF PAYMENTS AFTER CLOSING. With respect to all rents, rents shall be deemed received by a party if received by such party's property manager. After the Closing Date, Buyer Purchaser shall xxxx tenants for all amounts due under Leases, including amounts accruing prior to the Closing Date, and make a good faith effort to collect such amounts, provided that Buyer shall not be required to incur costs or commence litigation to collect same. Buyer Purchaser shall prepare and send to tenants all financial tax bills, expense statements and other data required by Leases, and Seller shall cooperate and assist Buyer Purchaser in preparing same as may be reasonably required and requested by BuyerPurchaser. Any amounts or charges payable by tenants on or after the Closing Date with respect to which Seller is entitled to receive a share under this Agreement and any amount due and owing Seller before the Closing Date by tenants under the Leases which are unpaid on the Closing Date Date, are collectively herein called "Delinquent Amounts." Notwithstanding the foregoing or any direction from tenants to the contrary, rental and other payments received by Buyer Purchaser or Seller from tenants shall be first applied toward the actual out-of-pocket costs of collection paid by Buyerto third parties other than the managing agent of the Property, then toward the payment of accrued and unpaid rent and other charges owed to Buyer (without reduction for any portion thereof payable to the managing agent)Purchaser, and any excess monies received shall be applied toward the payment of Delinquent Amounts. Buyer Purchaser may not waive any Delinquent Amounts nor modify a Lease so as to reduce amounts or charges owed under Leases for any period in which Seller is entitled to receive a share of charges or amounts, without first obtaining Seller's written consent. During the first twelve (12) months after the Closing Date, Seller shall have and reserves the right to pursue any remedy against any tenant owing Delinquent Amounts, Amounts provided that (i) Seller shall notify Purchaser of its intent to institute any legal proceeding, (ii) Seller shall in no event institute any proceeding to evict or dispossess a tenant from the Real Property, and (iii) Seller shall not take any action which would limit Purchaser's rights to pursue any remedy Purchaser may have for a default under any Lease. Buyer Purchaser may, by written notice to Seller within ten (10) days of receipt of Seller's notice, restrict Seller from collecting such Delinquent Amounts, but only if Buyer Purchaser first pays Seller such Delinquent Amounts in exchange for Seller's assignment to Buyer Purchaser of all of Seller's rights and causes of action with respect thereto. With respect to Delinquent Amounts owed by tenants who are no longer tenants of the Property as of the Closing Date, Seller shall retain all rights relating thereto.