TENANT LITIGATION Sample Clauses
TENANT LITIGATION. (a) All litigation initiated by the Seller and its Subsidiaries against any Tenant shall be assigned to Purchaser as a Purchased Asset except such litigation which Purchaser elects not to accept by notice to Seller delivered no later than 5 Business Days prior to the Closing. Any net recoveries related to the foregoing shall be treated as collections of Delinquent Rentals and shall be apportioned between Purchaser and Seller as provided in Section 2.4(b)(v). In the event any counterclaims are asserted against Seller or any Subsidiary in such litigation, Purchaser will not settle any such litigation without Seller's prior written consent, which consent shall not be unreasonably withheld, delayed or conditioned.
(b) All litigation initiated by the Seller and its Subsidiaries against any Tenant which Purchaser elects not to accept under Section 6.8(a), or former tenants, as identified in Schedule 6.8(b) of the Disclosure Schedule shall be retained by Seller (or the applicable Assigning Subsidiary) and not assigned to Purchaser as a Purchased Asset. Any recoveries related to the foregoing shall be retained by Seller and shall not be apportioned under Section 2.4.
TENANT LITIGATION. (a) All litigation initiated by Seller against any Tenant in possession on the Closing Date shall be assigned to Purchaser at the Closing except such litigation which Purchaser elects not to accept by notice to Seller delivered prior to the Closing. Purchaser shall not settle or compromise any such litigation in a manner that disproportionately benefits Purchaser. Any net recoveries (after the recovery of reasonable legal fees and expenses) related to the foregoing shall be treated as collections of Delinquent Rentals and shall be apportioned between Purchaser and Seller as provided in Section 2.4. In the event any counterclaims are asserted against Seller in such litigation, (i) Purchaser will not have the right to settle or compromise any such counterclaim without the consent of Seller, which shall not be unreasonably withheld, conditioned or delayed, and (ii) Seller and Purchaser shall cooperate in the defense of such counterclaims. Without Purchaser’s consent, Seller shall not initiate any litigation against any Tenant in possession.
(b) All litigation initiated by Seller against any Tenant which Purchaser elects not to accept under Section 6.6(a) shall be retained by Seller and not assigned to Purchaser. Any recoveries related to the foregoing shall (after the recovery of reasonable legal fees and expenses) shall be treated as collections of Delinquent Rentals and shall be apportioned between Purchaser and Seller as provided in Section 2.4 (except that the fifth (5th) sentence of Section 2.4(b)(v) shall be deemed to read “All Rentals and other amounts collected by Purchaser from and after Closing from each Tenant will be applied as of the date of receipt first to the amounts owed for the month (or other relevant period) in which the Closing Date occurs, then to delinquencies owed by that Tenant to Seller and, thereafter, to all other delinquencies or other amounts owed by that Tenant to Purchaser.”), and Seller shall not settle or compromise any such litigation without Purchaser’s consent, which shall not be unreasonably withheld, conditioned or delayed.
(c) The provisions of this Section 6.6 shall survive the Closing.
TENANT LITIGATION. (a) All litigation initiated by the Seller against any Tenant shall be assigned to Purchaser as a Purchased Asset except such litigation which Purchaser elects not to accept by notice to Seller delivered no later than 5 Business Days prior to the Closing. Any net recoveries related to the foregoing shall be treated as collections of Delinquent Rentals and shall be apportioned between Purchaser and Seller as provided in Section 2.4(b)(v). In the event any counterclaims are asserted against Seller in such litigation, Purchaser will not settle any such litigation without Seller's prior written consent, which consent shall not be unreasonably withheld, delayed or conditioned.
(b) All litigation initiated by the Seller against any Tenant which Purchaser elects not to accept under Section 6.8(a), or former tenants, as identified in Schedule 6.8(b) shall be retained by Seller and not assigned to Purchaser as a Purchased Asset. Any recoveries related to the foregoing shall be retained by Seller and shall not be apportioned under Section 2.4.