AMOUNT THEREOF
SHALL BE ADDED TO (IF SUCH NET AMOUNT IS IN SELLERS' FAVOR) OR DEDUCTED FROM (IF
SUCH NET AMOUNT IS IN BUYER'S FAVOR) THE PAYMENT REQUIRED PURSUANT TO CLAUSE (B)
OF SECTION 2.1 ABOVE.
SECTION 4.2.
ASSESSMENTS SURVIVAL DATE.
THE PROVISIONS OF THIS
ARTICLE IV SHALL SURVIVE THE CLOSING UNTIL THE SURVIVAL DATE SET FORTH IN
SECTION 24.9(A).
ARTICLE V.
EXPENSES
SECTION 5.1.
EXPENSES.
EACH PARTY SHALL PAY ITS OWN COSTS AND
EXPENSES IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED HEREBY, INCLUDING THE
FEES AND EXPENSES OF ITS ATTORNEYS, ACCOUNTANTS, CONSULTANTS AND ENGINEERS.
IN
ADDITION, BUYER SHALL PAY (A) ALL OF THE ESCROW FEES, IF ANY, (B) ALL EXPENSES
OF OR RELATED TO THE ISSUANCE OF OWNER'S TITLE INSURANCE POLICIES AND ANY
ENDORSEMENTS TO BUYER'S POLICIES OF TITLE INSURANCE, (C) ALL EXPENSES OF
OBTAINING, IF APPLICABLE, ANY LENDER'S TITLE INSURANCE POLICY AND ANY
ENDORSEMENTS TO SUCH POLICY, (D) ALL CITY AND STATE CHARGES REQUIRED TO BE PAID
TO RECORD DOCUMENTS IN THE OFFICIAL RECORDS OF THE COMMONWEALTH OF VIRGINIA (THE
"OFFICIAL RECORDS"), (E) THE COST OF ANY UPDATES TO THE SURVEYS INITIATED BY
BUYER, (F) ONE HUNDRED PERCENT (100%) OF ALL STATE AND LOCAL TAXES AND
RECORDATION FEES THAT MAY BE DUE IN CONNECTION WITH THE SALE OF THE PROPERTIES
(INCLUDING WITH RESPECT TO PROPERTIES IN VIRGINIA
16
THE GRANTOR'S TAX IMPOSED PURSUANT TO SECTION 58.1-802 OF THE VIRGINIA CODE),
(G) ALL DUE DILIGENCE EXPENSES AND CHARGES FOR ANY ENGINEERING REPORTS OR
APPRAISALS COMMISSIONED BY BUYER, AND (H) ALL COSTS RELATING TO ANY MORTGAGE
FINANCING ARRANGED BY BUYER AND ANY APPLICABLE ASSUMPTION OR OTHER SIMILAR FEES
IN THE EVENT THAT ANY MORTGAGE IS TO BE ASSUMED; IT BEING ACKNOWLEDGED AND
AGREED BY BUYER THAT BUYER'S OBLIGATIONS UNDER THIS AGREEMENT ARE NOT SUBJECT
TO, OR CONTINGENT UPON, THE AVAILABILITY AND/OR CONSUMMATION OF FINANCING.
ALL
OTHER CLOSING COSTS THAT ARE CUSTOMARILY PAID IN A COMMERCIAL REAL ESTATE
PURCHASE AND SALE TRANSACTION IN THE COMMONWEALTH OF VIRGINIA OR IN CONNECTION
WITH BUYER'S FINANCING (BUT EXCLUSIVE OF COSTS INCURRED IN CONNECTION WITH THE
PAY-OFF OR RELEASE OF SELLERS' FINANCING, WHICH SHALL BE PAID BY SELLER) SHALL
BE BORNE BY BUYER.
SECTION 5.2.
SURVIVAL.
THE PROVISIONS OF THIS ARTICLE V SHALL
SURVIVE THE CLOSING OR TERMINATION OF THIS AGREEMENT UNTIL THE SURVIVAL DATE SET
FORTH IN SECTION 24.9(A).
ARTICLE VI.
APPORTIONMENTS
SECTION 6.1.
APPORTIONMENTS.
THE PARTIES SHALL APPORTION, AS OF THE
PRORATION TIME, THE FOLLOWING IN RESPECT OF EACH PROPERTY AND THE NET AMOUNT
THEREOF SHALL BE ADDED TO (IF SUCH NET AMOUNT IS IN THE APPLICABLE SELLER'S
FAVOR) OR DEDUCTED FROM (IF SUCH NET AMOUNT IS IN BUYER'S FAVOR) THE PAYMENT
REQUIRED PURSUANT TO SECTION 2.1(B):
(A)
RENTS, FEES AND OTHER SUMS AND CHARGES (COLLECTIVELY, "RENTS") PAID OR
PAYABLE BY TENANTS, INCLUDING ANY ADVANCE PAYMENT OF RENT, SHALL BE ADJUSTED AND
PRORATED AS OF THE PRORATION TIME BUT SHALL BE PAID ON AN AS AND WHEN COLLECTED
BASIS.
ANY AMOUNT COLLECTED BY BUYER OR ANY SELLER AFTER THE CLOSING DATE, FROM
TENANTS