EXPENSES AND PERCENTAGE RENTS DESCRIBED IN SECTION 4.4(C) BELOW) IN THE
USUAL COURSE OF PURCHASER'S OPERATION OF THE PROPERTY, BUT PURCHASER WILL NOT BE
OBLIGATED TO INSTITUTE ANY LAWSUIT OR INCUR ANY EXPENSE TO COLLECT DELINQUENT
RENTS.
NOTWITHSTANDING THE FOREGOING PROVISIONS, SELLER SHALL NOT BE REQUIRED
TO PRORATE ANY AMOUNTS COLLECTED BY SELLER AFTER CLOSING FROM FORMER TENANTS OF
THE PROPERTY, IT BEING UNDERSTOOD AND AGREED THAT SELLER MAY RETAIN ALL AMOUNTS
THAT SELLER RECOVERS FROM SUCH FORMER TENANTS.
(C)
WITH RESPECT TO ADDITIONAL RENT ATTRIBUTABLE TO INSURANCE, TAXES,
COMMON AREA MAINTENANCE AND OTHER OPERATING EXPENSES WHICH ARE PASSED THROUGH TO
TENANTS UNDER THE LEASES (THE "PASS THROUGH EXPENSES") AND AS OF THE CLOSING
DATE ARE UNBILLED OR BILLED BUT NOT YET COLLECTED, PURCHASER SHALL, UPON
COLLECTION OF SUCH PASS THROUGH EXPENSES, REMIT TO SELLER AN AMOUNT EQUAL TO
THAT PORTION OF PASS THROUGH EXPENSES WHICH ACCRUED PRIOR TO THE CLOSING DATE.
WITH RESPECT TO PASS THROUGH EXPENSES WHICH HAVE NOT BEEN BILLED TO TENANTS AS
OF THE CLOSING DATE, PURCHASER SHALL BILL EACH TENANT FOR SAME IN ACCORDANCE
WITH EACH SUCH TENANT'S LEASE.
WITH RESPECT TO PERCENTAGE RENTS BASED UPON
GROSS SALES OR OTHER INCOME GENERATED BY THE BUSINESS OF A TENANT LOCATED ON THE
PROPERTY DURING A SPECIFIED PERIOD OF TIME (THE "APPLICABLE PERIOD"), PURCHASER
SHALL, UPON COLLECTION OF SUCH PERCENTAGE RENT, REMIT TO SELLER AN AMOUNT EQUAL
TO THE PRODUCT OF THE PERCENTAGE RENT SO COLLECTED MULTIPLIED BY A FRACTION, THE
NUMERATOR OF WHICH IS THE NUMBER OF DAYS WHICH HAVE ELAPSED IN THE APPLICABLE
PERIOD PRIOR TO THE CLOSING DATE AND THE DENOMINATOR OF WHICH IS THE TOTAL
NUMBER OF DAYS IN THE APPLICABLE PERIOD.
(D)
CHARGES UNDER SERVICE AGREEMENTS, UTILITY CHARGES FOR WHICH SELLER
IS LIABLE, AND OTHER OPERATING EXPENSES OF THE PROPERTY SHALL BE PRORATED
BETWEEN SELLER AND PURCHASER AT CLOSING.
(E)
SECURITY DEPOSITS SHALL, AT SELLER'S OPTION, EITHER BE TRANSFERRED
OR CREDITED TO PURCHASER AT CLOSING.
REFUNDABLE CASH OR OTHER REFUNDABLE
DEPOSITS POSTED WITH UTILITY COMPANIES OR OTHER ENTITIES IN CONNECTION WITH THE
PROPERTY SHALL, AT SELLERS' OPTION, EITHER BE ASSIGNED TO PURCHASER AND CREDITED
TO SELLER AT CLOSING, OR SELLER SHALL BE ENTITLED TO RECEIVE AND RETAIN SUCH
REFUNDABLE CASH AND DEPOSITS.
(F)
PURCHASER SHALL BE RESPONSIBLE FOR THE PAYMENT OF (I) ALL TENANT
INDUCEMENT COSTS (AS HEREINAFTER DEFINED) AND LEASING COMMISSIONS WHICH BECOME
DUE AND PAYABLE (WHETHER BEFORE OR AFTER CLOSING) (A) AS A RESULT OF ANY
RENEWALS OR EXPANSIONS OF EXISTING LEASES WHICH OCCUR BETWEEN THE
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EFFECTIVE DATE OF THIS AGREEMENT AND THE CLOSING DATE AND THAT ARE EITHER
APPROVED OR DEEMED APPROVED BY PURCHASER, AND (B) UNDER ANY NEW LEASES
(INCLUDING ANY AMENDMENTS OF EXISTING LEASES) ENTERED INTO BETWEEN THE EFFECTIVE
DATE OF THIS AGREEMENT AND THE CLOSING DATE WHICH HAVE BEEN APPROVED (OR DEEMED
APPROVED) BY PURCHASER; AND (II) ALL TENANT INDUCEMENT COSTS AND LEASING
COMMISSIONS WHICH BECOME DUE AND PAYABLE FROM AND AFTER THE CLOSING DATE.
IF AS
OF THE CLOSING DATE SELLER SHALL HAVE