FOR THE COLLECTION OF SUCH UNCOLLECTED RENTS BY SELLER;
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.
AT CLOSING, PURCHASER SHALL RECEIVE A CREDIT AGAINST THE
PURCHASE PRICE IN AN AMOUNT EQUAL TO THE RECEIVED AND UNAPPLIED BALANCE OF ALL
CASH (OR CASH EQUIVALENT) 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 ALL CASES,
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 SELLER WHICH CONSTITUTES THE TENANT
SECURITY DEPOSIT BALANCE SHALL BE RETAINED BY SELLER IN EXCHANGE FOR THE
FOREGOING CREDIT AGAINST THE PURCHASE PRICE AND SHALL NOT BE TRANSFERRED BY
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 SELLER,
EITHER PURSUANT TO THE LEASES OR OTHERWISE. EACH PARTY HERETO SHALL INDEMNIFY
THE OTHER PARTY FROM AND AGAINST ANY AND ALL CLAIMS FROM ANY TENANTS FOR
SECURITY DEPOSITS IN THE EVENT THE OTHER PARTY FAILS TO COMPLY WITH THE DEPOSIT
ACCOUNT TRANSFER PROCEDURE AS SET FORTH IN FLORIDA STATUTES SEC. 83.49(7).
5.4.7
EXISTING LOAN.
SELLER SHALL BE RESPONSIBLE FOR ALL PAYMENTS,
PENALTIES, LATE FEES AND OBLIGATIONS REQUIRED TO BE PAID (AND THAT ARE DUE AND
PAYABLE) UNDER THE TERMS OF THE NOTE OR THE ASSUMED LOAN DOCUMENTS PRIOR TO
CLOSING, TOGETHER WITH ALL INTEREST ACCRUED UNDER THE NOTE PRIOR TO CLOSING, ALL
OF WHICH MAY BE A CREDIT AGAINST THE PURCHASE PRICE AS PROVIDED IN
SECTION 2.2.3.
PURCHASER SHALL BE RESPONSIBLE FOR ALL LENDER FEES RELATED TO
THE LOAN ASSUMPTION RELEASE AND ALL OTHER FEES, PENALTIES, INTEREST AND OTHER
AMOUNTS DUE AND OWING UNDER THE ASSUMED LOAN DOCUMENTS AS A RESULT OF THE LOAN
ASSUMPTION AND RELEASE.
AS SET FORTH IN SECTION 4.5.6, ANY EXISTING RESERVES,
IMPOUNDS AND OTHER ACCOUNTS MAINTAINED IN CONNECTION WITH THE LOAN SHALL BE
ASSIGNED TO PURCHASER WITH THE CONSENT OF LENDER, AND AT CLOSING, PURCHASER
SHALL PAY TO SELLER AN AMOUNT EQUAL TO THE BALANCE OF SUCH RESERVES, IMPOUNDS
AND ACCOUNTS SO ASSIGNED.
SELLER SHALL HOLD HARMLESS, INDEMNIFY AND DEFEND
PURCHASER AND ITS AGENTS, REPRESENTATIVES, SUCCESSORS AND ASSIGNS AND THE
PROPERTY FROM AND AGAINST ANY AND ALL OBLIGATIONS UNDER THE LOAN ARISING UNDER
OR IN CONNECTION WITH THE LOAN FOR THE PERIOD PRIOR TO THE CLOSING DATE, TO THE
EXTENT NOT RELEASED BY THE DOCUMENTS EXECUTED IN CONNECTION WITH THE LOAN
ASSUMPTION AND RELEASE.
PURCHASER SHALL HOLD HARMLESS, INDEMNIFY AND DEFEND
SELLER AND ITS AGENTS, REPRESENTATIVES, SUCCESSORS AND ASSIGNS FROM AND AGAINST
ANY