OF THIS CLAUSE (II). WITHIN THREE (3)
BUSINESS DAYS AFTER THE CLOSING, SELLER SHALL PAY OVER TO PURCHASER ALL AMOUNTS
RECEIVED BY SELLER THAT ARE TO BE CALCULATED BY REFERENCE TO THE DOCUMENTS
DESCRIBED IN SECTION 5.2.9(II) ABOVE (I.E., SELLER SHALL PAY TO PURCHASER THE
PORTION OF ANY RENTS RECEIVED BY SELLER BEFORE THE CLOSING WHICH WERE NOT
REFLECTED ON THE CLOSING STATEMENT BUT WOULD HAVE BEEN CREDITED TO PURCHASER
THEREON IF THE PRORATIONS ON THE CLOSING STATEMENT WERE CALCULATED TO REFLECT
ALL RENTS RECEIVED THROUGH AND INCLUDING THE CLOSING DATE).
NOTWITHSTANDING THE
FOREGOING, PURCHASER'S OBLIGATION TO USE REASONABLE EFFORTS TO COLLECT
UNCOLLECTED RENTS SHALL BE LIMITED TO UNCOLLECTED RENTS AT ANY GIVEN TIME WHICH
ARE NOT MORE THAN 90 DAYS PAST DUE (AND AFTER ANY RENTS BECOME MORE THAN 90 DAYS
PAST DUE, PURCHASER'S OBLIGATIONS TO USE REASONABLE EFFORTS TO COLLECT SUCH
RENTS SHALL CEASE), AND
PURCHASER'S COLLECTION OF RENTS SHALL BE APPLIED,
FIRST, TOWARDS CURRENT RENT DUE AND OWING UNDER THE APPLICABLE LEASE(S) FOR
WHICH SUCH RENT HAS BEEN RECEIVED UNTIL SUCH TIME AS PURCHASER IS CURRENT FOR
ALL POST-CLOSING PERIODS THROUGH AND INCLUDING THE DATE THAT THE APPLICABLE
RENTS FOR SUCH LEASE(S) ARE RECEIVED, AND, SECOND, TO UNCOLLECTED RENTS FOR THE
APPLICABLE LEASE(S) FOR WHICH SUCH RENTS HAVE BEEN RECEIVED. AFTER THE CLOSING,
SELLER SHALL CONTINUE TO HAVE THE RIGHT, BUT NOT THE OBLIGATION, IN ITS OWN
NAME, TO DEMAND PAYMENT OF AND TO COLLECT UNCOLLECTED RENTS OWED TO SELLER BY
ANY TENANT, WHICH RIGHT SHALL INCLUDE, WITHOUT LIMITATION, THE RIGHT TO COMMENCE
LEGAL ACTIONS OR PROCEEDINGS AGAINST ANY TENANT AND THE DELIVERY OF THE LEASES
ASSIGNMENT SHALL NOT CONSTITUTE A WAIVER BY SELLER OF SUCH RIGHT; PROVIDED
HOWEVER, THAT THE FOREGOING RIGHT OF SELLER SHALL BE LIMITED TO ACTIONS SEEKING
MONETARY DAMAGES AND, IN NO EVENT, SHALL SELLER SEEK TO EVICT ANY TENANTS OR
TERMINATE ANY LEASES IN ANY ACTION TO COLLECT UNCOLLECTED RENTS.
PURCHASER
AGREES, AT NO COST OR EXPENSE TO PURCHASER, TO REASONABLY COOPERATE WITH SELLER
IN CONNECTION WITH SELLER'S EFFORTS TO COLLECT SUCH UNCOLLECTED RENTS,
INCLUDING, WITHOUT LIMITATION, THE MAKING AVAILABLE TO SELLER ANY RELEVANT BOOKS
AND RECORDS (INCLUDING, WITHOUT LIMITATION, RENT STATEMENTS, RECEIPTED BILLS AND
COPIES OF TENANT CHECKS USED IN PAYMENT OF SUCH RENT); PROVIDED, HOWEVER, THAT
PURCHASER'S OBLIGATION TO COOPERATE WITH SELLER PURSUANT TO THIS SENTENCE SHALL
NOT OBLIGATE PURCHASER TO TERMINATE ANY TENANT LEASE WITH AN EXISTING TENANT OR
EVICT ANY EXISTING TENANT FROM THE PROPERTY.
IF SELLER RECEIVES ANY RENTS OR
OTHER PAYMENTS FROM TENANTS AFTER THE CLOSING, SELLER SHALL IMMEDIATELY DELIVER
THE SAME TO PURCHASER TO THE EXTENT PURCHASER IS ENTITLED TO SUCH RENTS PURSUANT
TO THE TERMS OF THIS SUB-SECTION (II).
AT CLOSING, PURCHASER SHALL RECEIVE A CREDIT AGAINST THE
PURCHASE PRICE IN AN AMOUNT EQUAL TO THE RECEIVED AND UNAPPLIED BALANCE OF ALL
CASH TENANT DEPOSITS, INCLUDING, BUT NOT LIMITED TO, SECURITY, DAMAGE, PET OR
OTHER REFUNDABLE DEPOSITS PAID BY ANY OF THE TENANTS TO SECURE THEIR RESPECTIVE
OBLIGATIONS UNDER THE LEASES, TOGETHER, IN