WITH ANY INTEREST PAYABLE TO THE TENANTS
THEREUNDER AS MAY BE REQUIRED BY THEIR RESPECTIVE TENANT LEASE OR STATE LAW (THE
"TENANT SECURITY DEPOSIT BALANCE").
ANY CASH (OR CASH EQUIVALENTS) HELD BY A
SELLER WHICH CONSTITUTES THE TENANT SECURITY DEPOSIT BALANCE SHALL BE RETAINED
BY THE APPLICABLE SELLER IN EXCHANGE FOR THE FOREGOING CREDIT AGAINST THE
APPLICABLE PURCHASE PRICE AND SHALL NOT BE TRANSFERRED BY SUCH SELLER PURSUANT
TO THIS CONTRACT (OR ANY OF THE DOCUMENTS DELIVERED AT CLOSING), BUT THE
OBLIGATION WITH RESPECT TO THE TENANT SECURITY DEPOSIT BALANCE NONETHELESS SHALL
BE ASSUMED BY PURCHASER.
THE TENANT SECURITY DEPOSIT BALANCE SHALL NOT INCLUDE
ANY NON-REFUNDABLE DEPOSITS OR FEES PAID BY TENANTS TO ANY SELLER, EITHER
PURSUANT TO THE LEASES OR OTHERWISE.
5.4.7
EXISTING LOANS.
EACH SELLER SHALL BE RESPONSIBLE FOR ALL
PRINCIPAL REQUIRED TO BE PAID UNDER THE TERMS OF THE NOTE APPLICABLE TO ITS
PROPERTY PRIOR TO CLOSING, TOGETHER WITH ALL INTEREST ACCRUED UNDER SUCH NOTE
PRIOR TO CLOSING, ALL OF WHICH MAY BE A CREDIT AGAINST THE PURCHASE PRICE FOR
ITS PROPERTY AS PROVIDED IN SECTION 2.2.3.
PURCHASER SHALL BE RESPONSIBLE FOR
ALL ASSUMPTION LENDER FEES, REQUIRED LOAN FUND AMOUNTS, AND ALL OTHER FEES,
PENALTIES, INTEREST AND OTHER AMOUNTS DUE AND OWING UNDER THE ASSUMED LOAN
DOCUMENTS AS A RESULT OF ANY LOAN ASSUMPTION AND RELEASE.
AS SET FORTH IN
SECTION 4.7.6, ANY EXISTING RESERVES, IMPOUNDS AND OTHER ACCOUNTS MAINTAINED IN
CONNECTION WITH THE APPLICABLE LOAN SHALL BE ASSIGNED TO PURCHASER, AND AT
CLOSING, PURCHASER REIMBURSE THE APPLICABLE SELLER IN AN AMOUNT EQUAL TO THE
BALANCE OF SUCH RESERVES, IMPOUNDS AND ACCOUNTS SO ASSIGNED.
5.4.8
INSURANCE.
NO PRORATION SHALL BE MADE IN RELATION TO INSURANCE
PREMIUMS AND INSURANCE POLICIES WILL NOT BE ASSIGNED TO PURCHASER.
SELLER SHALL
HAVE THE RISK OF LOSS OF THE PROPERTIES UNTIL 11:59 P.M. THE DAY PRIOR TO THE
CLOSING DATE, AFTER WHICH TIME THE RISK OF LOSS SHALL PASS TO PURCHASER AND
PURCHASER SHALL BE RESPONSIBLE FOR OBTAINING ITS OWN INSURANCE THEREAFTER.
5.4.9
EMPLOYEES.
EACH SELLER AND SUCH SELLER'S MANAGER'S AND ON-SITE
EMPLOYEES FOR ALL PROPERTIES SHALL HAVE THEIR EMPLOYMENT AT THE APPLICABLE
PROPERTY TERMINATED AS OF THE CLOSING DATE.
5.4.10
CLOSING COSTS.
WITH RESPECT TO EACH PROPERTY, PURCHASER SHALL PAY
(A) THE COST OF RECORDING ANY INSTRUMENTS REQUIRED TO DISCHARGE ANY LIENS OR
ENCUMBRANCES AGAINST SUCH PROPERTY, (B) ONE-HALF OF ANY PREMIUMS OR FEES
REQUIRED TO BE PAID BY PURCHASER WITH RESPECT TO THE APPLICABLE TITLE POLICY
PURSUANT TO SECTION 4.1, (C) ALL COSTS OF ANY ENDORSEMENTS TO THE TITLE POLICY,
(D) ONE-HALF OF THE CUSTOMARY CLOSING COSTS OF THE ESCROW AGENT AND (E) ALL
DOCUMENTARY STAMP TAXES DUE IN CONNECTION WITH THE LOAN ASSUMPTION AND RELEASE.
EACH SELLER SHALL PAY (A) THE DOCUMENTARY STAMP TAXES DUE IN CONNECTION WITH THE
TRANSFER OF ITS PROPERTY AND THE RECORDING OF THE DEED, (B) ONE-HALF (1/2) OF
ANY PREMIUMS OR FEES REQUIRED TO BE PAID BY PURCHASER WITH RESPECT TO THE
APPLICABLE TITLE POLICY PURSUANT TO SECTION 4.1 AND (C) ONE-HALF OF THE