THE CASE MAY BE, AS A RESULT OF COLLECTED DELINQUENT
RENTALS SHALL BE PAYABLE PROMPTLY UPON RECEIPT THEREOF.
SELLER RETAINS THE
RIGHT AFTER THE CLOSING TO BRING AN ACTION FOR DAMAGES AGAINST TENANTS FOR THE
RECOVERY OF DELINQUENT RENTALS; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL ANY
SUCH ACTION INVOLVE THE TERMINATION OF SUCH SUBTENANT'S SUBLEASE OR THE EVICTION
OF SUCH SUBTENANT.
THE PARTIES CONFIRM THAT ALL AMOUNTS DUE AND PAYABLE IN
RESPECT OF SUBLEASES WHICH HAVE EXPIRED OR OTHERWISE TERMINATED PRIOR TO THE
CLOSING DATE SHALL BE THE SOLE PROPERTY OF SELLER AND, NOTWITHSTANDING ANYTHING
TO THE CONTRARY CONTAINED HEREIN, SELLER MAY TAKE SUCH ACTIONS AS IT DESIRES TO
COLLECT SUCH AMOUNTS.
NOTWITHSTANDING THE PROVISIONS OF THIS SECTION 5(D) TO
THE CONTRARY, ANY AMOUNT COLLECTED BY SELLER IN CONNECTION WITH ANY SUCH ACTION
SHALL BE
5
RETAINED BY SELLER.
SELLER AND PURCHASER SHALL FROM TIME TO TIME AFTER CLOSING,
AND UPON REQUEST OF THE OTHER PARTY, PROVIDE THE REQUESTING PARTY WITH
REASONABLY DETAILED INFORMATION REGARDING THE STATUS OF SUCH PARTY'S COLLECTION
OF DELINQUENT RENTALS.
(E)
TAXES AND ASSESSMENTS.
ALL REAL ESTATE TAXES (INCLUDING BUSINESS
IMPROVEMENT DISTRICT CHARGES) ON THE PROPERTY SHALL BE PRORATED BASED ON THE
ACTUAL CURRENT TAX BILL.
IF SUCH TAX BILL HAS NOT YET BEEN RECEIVED BY THE
PRORATION DATE, THEN PURCHASER AND SELLER SHALL ESTIMATE THE REAL ESTATE TAXES
BASED UPON PURCHASER'S AND SELLER'S GOOD FAITH ESTIMATE OF THE CHANGE IN THE
AMOUNT OF THE PREVIOUS YEAR'S TAX BILL AND PURCHASER AND SELLER SHALL AFTER THE
CLOSING REPRORATE THE REAL ESTATE TAXES AS SOON AS THE ACTUAL CURRENT TAX BILL
IS AVAILABLE.
ALL AMOUNTS PAYABLE FOR REAL ESTATE TAXES ACCRUING ON OR PRIOR TO
THE PRORATION DATE SHALL BE THE OBLIGATION OF SELLER AND ALL AMOUNTS PAYABLE FOR
REAL ESTATE TAXES ACCRUING AFTER THE PRORATION DATE SHALL BE THE OBLIGATION OF
PURCHASER.
IF, WITHIN ONE HUNDRED EIGHTY (180) DAYS AFTER THE PRORATION DATE,
ANY ADDITIONAL OR SUPPLEMENTAL REAL ESTATE TAXES ARE ASSESSED AGAINST THE
PROPERTY BY REASON OF BACK ASSESSMENTS, CORRECTIONS TO PREVIOUS TAX BILLS OR
OTHER EVENTS OCCURRING PRIOR TO THE PRORATION DATE, PURCHASER AND SELLER SHALL
RE-PRORATE THE REAL ESTATE TAXES FOLLOWING THE CLOSING.
ANY DELINQUENT TAXES ON
THE PROPERTY SHALL BE PAID AT THE CLOSING FROM THE BALANCE OF THE PURCHASE PRICE
DUE TO SELLER.
(F)
SUBTENANT DEPOSITS.
PURCHASER SHALL BE CREDITED WITH AND SELLER
SHALL BE DEBITED WITH THE SUM OF ALL SUBTENANT SECURITY DEPOSITS (AND ANY
INTEREST DUE TO TENANTS THEREON, LESS ANY ADMINISTRATIVE FEE ALLOWABLE BY LAW TO
SELLER WHICH SELLER SHALL BE PERMITTED TO RETAIN) BEING HELD BY SELLER;
PROVIDED, HOWEVER, THAT WITH RESPECT TO EACH SUBTENANT SECURITY DEPOSIT THAT IS
IN THE FORM OF A LETTER OF CREDIT, SELLER SHALL DELIVER SUCH LETTERS OF CREDIT
TO PURCHASER AT CLOSING, TOGETHER WITH APPROPRIATE INSTRUMENTS OF TRANSFER OR
ASSIGNMENT THEREOF (OTHER THAN THOSE LETTERS OF CREDIT THAT ARE NOT
TRANSFERABLE, WITH RESPECT TO WHICH SELLER AGREES TO COOPERATE WITH PURCHASER TO
CAUSE SUCH TENANTS TO FURNISH A REPLACEMENT