Common use of Post-Closing Collections Clause in Contracts

Post-Closing Collections. After Closing, Buyer shall make a good faith effort to collect any Rents or other revenues not collected as of the Closing Date on Seller’s behalf and to tender the same to Seller upon receipt; provided, however, that all Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of amounts delinquent and actually due Seller. Buyer shall not have an exclusive right to collect the sums due Seller under the Leases or other revenue due Seller with respect to the period prior to Closing, and Seller hereby retains its rights to pursue claims against any tenant under the Leases or other party for sums due with respect to periods prior to the Closing Date (including, without limitation, any percentage rent that may be due with respect to any period of time prior to Closing, regardless of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease); provided, however, that with respect to any legal proceedings against any tenant under a Lease, Seller (a) shall be required to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings after the date which is three (3) months after Closing; and (c) shall not be permitted to commence or pursue any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. The terms of this Section 6.1.3 shall survive the Closing and not be merged therein.

Post-Closing Collections. After Closing, Buyer shall make a good faith effort to collect any Rents or other revenues not collected as of the Closing Date on Seller’s behalf and to tender the same to Seller upon receipt; providedreceipt by sending delinquency notices (which shall be deemed to constitute Buyer’s good faith efforts) to tenants for delinquent rents owned by such tenants to the extent Seller has provided Buyer with the amounts owing by such tenants prior to the Closing, however, provided that all Buyer shall not be required to declare a default against any tenants under the Leases for such delinquent rental obligations. All Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of amounts delinquent and actually due Seller. Buyer shall not have an exclusive right to collect the sums due Seller under the Leases or other revenue due Seller with respect to the period prior to Closing, and Seller hereby retains its rights to pursue claims against any tenant under the Leases or other party for sums due with respect to periods prior to the Closing Date (including, without limitation, any percentage rent that may be due with respect to any period of time prior to Closing, regardless of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease); provided, however, that with respect to any legal proceedings against any tenant under a Lease, Seller (a) shall be required to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings after the date which is three four (34) months after Closing; and (c) shall not be permitted to commence or pursue any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. The terms of this Section 6.1.3 shall survive the Closing and not be merged therein.

Post-Closing Collections. After Closing, Buyer shall make a good faith effort to collect any Rents or other revenues not collected as of the Closing Date on Seller’s behalf and to tender the same to Seller upon receipt; provided, however, that all Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of amounts delinquent and actually due Seller. Buyer shall not have an exclusive right to collect the sums due Seller under the Leases or other revenue due Seller with respect to the period prior to Closing, and Seller hereby retains its rights to pursue claims against any tenant under the Leases or other party for sums due with respect to periods prior to the Closing Date (including, without limitation, any percentage rent that may be due with respect to any period of time prior to Closing, regardless of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease)Date; provided, however, that with respect to any legal proceedings against any tenant under a Lease, Seller (a) shall be required to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings after the date which is three (3) months after Closing; and (c) shall not be permitted to commence or pursue any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. The terms of this Section 6.1.3 shall survive the Closing and not be merged therein.

Post-Closing Collections. After Closing, Buyer shall make a good faith effort to collect any Rents or other revenues not collected as of the Closing Date on Seller’s behalf and to tender the same to Seller upon receipt; provided, howevernet of the costs of collection, that all Rents collected which are designated by Buyer on the tenant as payment for or after are attributable to delinquent rentals for rental periods occurring prior to the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of amounts delinquent and actually due SellerDate. Buyer shall not have an exclusive right to collect the sums due Seller under the Leases Rents or other revenue due Seller with respect to the period prior to Closing, and Seller hereby retains its rights to pursue claims against any tenant under the Leases or other party for sums due with respect to periods prior to the Closing Date (including, without limitation, any percentage rent that may be due with respect to any period of time prior to Closing, regardless of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease)Date; provided, however, that with respect to any legal proceedings against any tenant under a Lease, Seller (a) shall be required to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings after the date which is three ninety (390) months days after Closingthe Closing Date; and (c) shall not be permitted to commence or pursue any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. All Rents collected by Buyer or Seller after the Closing shall first be applied to all amounts due under the applicable Lease for the period of time beginning on the Closing Date (i.e., current Rents and sums due Buyer as the current owner and landlord during its period of ownership) with the balance (if any) payable to Seller for the period of time prior to the Closing Date, but only to the extent of amounts delinquent and actually due Seller. The terms of this Section 6.1.3 5.1.2 shall survive the Closing and not be merged therein.

Post-Closing Collections. After Closing, Buyer Purchaser shall make a good faith effort use commercially reasonable and diligent efforts during the sixty (60) day period immediately following the Date of Closing to collect any Rents Current Delinquencies and Delinquencies. Amounts collected from tenants who or other revenues not collected which, as of the Closing Date on Seller’s behalf of Closing, were obligors with respect to Current Delinquencies and/or Delinquencies shall be applied first to satisfy such tenants’ obligations for the payment period during which collection occurred, second to satisfy Current Delinquencies, third to satisfy Delinquencies, and the balance to tender the same satisfy any other rental obligations of such tenants to Purchaser. Amounts collected and applicable to satisfy Current Delinquencies shall be paid promptly to Seller upon receipt; provided, however, that all Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of Seller’s prorata entitlement thereto, and amounts delinquent collected and actually due applicable to satisfy Delinquencies shall be promptly paid to Seller. Buyer At the end of the sixty (60) day period following the Date of Closing, Purchaser shall not have an exclusive right prepare and deliver to collect Seller a statement (“Collection Statement”) identifying all payments collected during such sixty (60) days from tenants who were listed on the sums due Rent Schedule prepared and delivered pursuant to Section 6.3 hereof as obligors on Current Delinquencies or Delinquencies. If any uncollected Current Delinquencies or then unsatisfied Delinquencies exist, Purchaser hereby agrees to assign to Seller under any and all rights afforded the Leases or other revenue due Seller obligee with respect thereto (with respect to Current Delinquencies, to the period prior extent of Seller’s prorata entitlement thereto), whereupon Seller shall be entitled to Closingtake such steps, including the right to file suit in the name of the LLC but only for monetary damages, as Seller in its sole and Seller hereby retains its rights absolute discretion deems necessary or appropriate to pursue claims against collect such sums, excepting only the right to dispossess any tenant under still in possession of its further right to occupy the Leases or other party for sums due with respect premises demised to periods prior to the Closing Date (includingit. Such assignment shall be effective automatically, without limitation, the need for execution or delivery of any percentage rent that may be due with respect to any period instrument of time prior to Closing, regardless assignment. Upon request of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease); providedSeller, however, that Purchaser shall execute and deliver to Seller such instrument(s) as Seller may reasonably request to confirm such assignment. Purchaser shall, at no cost to Purchaser, cooperate with respect Seller in any manner reasonably requested by Seller in connection with any such collection effort. Purchaser shall keep and maintain at all times full and accurate books of account and records adequate to any legal proceedings against any tenant reflect correctly total rental and other payments collected under a Leaseeach of the Leases, Seller (a) and all such books and records shall be required kept and shall be available to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings Seller for at lease one year after the date which is three (3) months after Date of Closing; . Seller shall have the right to inspect, copy and (c) shall not be permitted audit such books of account and records at Seller’s expense, during reasonable business hours, and upon reasonable notice to commence Purchaser, whether such books and records are in the possession of Purchaser or pursue any legal proceedings against any tenant seeking eviction agent of such tenant or Purchaser for the termination purpose of verifying the accuracy of the underlying LeaseCollection Statement and the rental and any other payments collected by Purchaser, which were earned during Seller’s ownership period, and which should have been paid to Seller pursuant to this Section 6.9. The terms provisions of this Section 6.1.3 6.9 shall survive the Closing and not be merged thereinClosing.

Post-Closing Collections. After Closing, Buyer shall make a good faith effort to collect any Rents or other revenues not collected as of the Closing Date on Seller’s behalf and to tender the same to Seller upon receipt; provided, however, that all Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of amounts delinquent and actually due Seller. Buyer shall not have an exclusive right to collect the sums due Seller under the Leases or other revenue due Seller with respect to the period prior to Closing, and Seller hereby retains its rights to pursue claims against any tenant under the Leases or other party for sums due with respect to periods prior to the Closing Date (including, without limitation, any percentage rent that may be due with respect to any period of time prior to Closing, regardless of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease); provided, however, that with respect to any legal proceedings against any tenant under a Lease, Seller (a) shall be required to notify Buyer in writing of its intention to commence or pursue such legal proceedings; (b) shall only be permitted to commence or pursue any legal proceedings after the date which is three (3) months after Closing; and (c) shall not be permitted to commence or pursue any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. The terms of this Section 6.1.3 shall survive the Closing and not be merged therein.

Post-Closing Collections. After Closing, Buyer Purchaser shall make a good faith effort use its best efforts during the ninety (90) day period immediately following the Date of Closing to collect any Rents Current Delinquencies and Delinquencies. Amounts collected from tenants who or other revenues not collected which, as of the Closing Date on Seller’s behalf of Closing, were obligors with respect to Current Delinquencies and/or Delinquencies shall be applied first to satisfy such tenants’ obligations for the payment period during which collection occurred, second to satisfy Current Delinquencies, third to satisfy Delinquencies, and the balance to tender the same satisfy any other rental obligations of such tenants to Purchaser. Amounts collected and applicable to satisfy Current Delinquencies shall be paid promptly to Seller upon receipt; provided, however, that all Rents collected by Buyer on or after the Closing Date shall first be applied to all amounts due under the applicable Lease at the time of collection (i.e., current Rents and sums due Buyer as the current owner and landlord) with the balance (if any) payable to Seller, but only to the extent of Seller’s pro-rata entitlement thereto, and amounts delinquent collected and actually due applicable to satisfy Delinquencies shall be promptly paid to Seller. Buyer DAL:0590722/00075:2361764v4 At the end of the ninety (90) day period following the Date of Closing, Purchaser shall not have an exclusive right prepare and deliver to collect Seller a statement (“Collection Statement”) identifying all payments collected during such ninety (90) days from tenants who were listed on the sums due Rent Schedule prepared and delivered pursuant to Section 6.4 hereof as obligors on Current Delinquencies or Delinquencies. If any uncollected Current Delinquencies or then unsatisfied Delinquencies exist, Purchaser hereby agrees to assign to Seller under any and all rights afforded the Leases or other revenue due Seller obligee with respect thereto (with respect to Current Delinquencies, to the period prior extent of Seller’s pro-rata entitlement thereto), whereupon Seller shall be entitled to Closingtake such steps, including the right to file suit, but only for monetary damages, as Seller in its sole and Seller hereby retains its rights absolute discretion deems necessary or appropriate to pursue claims against collect such sums, excepting only the right to dispossess any tenant under still in possession of its further right to occupy the Leases or other party for sums due with respect premises demised to periods prior to the Closing Date (includingit. Such assignment shall be effective automatically, without limitation, the need for execution or delivery of any percentage rent that may be due with respect to any period instrument of time prior to Closing, regardless assignment. Upon request of when the same is to be paid to the owner of the Property pursuant to the terms of the applicable Lease); providedSeller, however, that Purchaser shall execute and deliver to Seller such instrument(s) as Seller may reasonably request to confirm such assignment. Purchaser shall, at no cost to Purchaser, cooperate with respect Seller in any manner reasonably requested by Seller in connection with any such collection effort. If final prorations cannot be made at Closing for any item being prorated, then Purchaser and Seller agree to reallocate such items on a fair and equitable basis as soon as invoices or bills are available and applicable reconciliation with tenants have been completed. Purchaser shall keep and maintain at all times full and accurate books of account and records adequate to reflect correctly total rental and other payments collected under each of the Leases, and all such books and records shall be kept and shall be available to Seller for at least one year after the Date of Closing. Seller shall have the right to inspect, copy and audit such books of account and records at Seller’s expense, during reasonable business hours, and upon reasonable notice to Purchaser, whether such books and records are in the possession of Purchaser or any legal proceedings against agent of Purchaser for the purpose of verifying the accuracy of the Collection Statement and the rental and any tenant under other payments collected by Purchaser, which were earned during Seller’s ownership period, and which should have been paid to Seller pursuant to this Section 6.9. Upon Purchaser’s prior written request, for a Leaseperiod of two (2) years following the Closing, Seller (a) shall be required make Seller’s books and records available to notify Buyer Purchaser during normal business hours for inspection, copying and audit by Purchaser’s designated accountants, at Purchaser’s expense, in writing order to comply with any Securities and Exchange Commission requirements related to Rule 3-14 of its intention to commence or pursue such legal proceedings; (b) Regulation S-X. In no event shall only be permitted to commence or pursue Seller incur any legal proceedings after the date which is three (3) months after Closing; and (c) shall not be permitted to commence or pursue liability whatsoever in conjunction with any legal proceedings against any tenant seeking eviction of such tenant or the termination of the underlying Lease. The terms of this Section 6.1.3 shall survive the Closing and not be merged thereinrelated audit.