Common use of Fixed Rents Clause in Contracts

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTS") paid or payable by tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding the month in which the Closing Date occurs, (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTS") paid or payable by tenants under the Space Leases in connection with their occupancy of the Premises Property shall be adjusted and prorated on an and if, as and when collected basis. Any Fixed Rents collected by Purchaser the Buyer or a Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding prior to the month in which the Closing Date occurs, occurs but not more than 30 days prior to the Closing Date of which the Property for which such rent is collected is conveyed to Buyer (iii) third, in payment of Fixed Rents owed by such tenant for the period following (if any) after the month in which the Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of any other Fixed Rents owed by such tenant for the period periods more than thirty (30) days prior to the month preceding the month in which the Closing Date occursDate. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) The Buyer shall ▇▇▇▇ tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents (related to periods of time prior to the Closing Date). Notwithstanding the foregoing, if the Buyer shall be unable to collect such past due Fixed Rents within six (6) months after the Closing Date, the Seller shall have the right, upon prior written notice to the Buyer, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits for delinquencies in amounts of not more than $100,000 with Buyer's prior reasonable consent, which consent shall not be unreasonably withheld) but the Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents Rent (as defined below) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) 11.2 below). (c) Notwithstanding the foregoing, Seller will consider using any alternative reasonable proposals offered by Buyer with respect to determining the adjustment in the collection of any arrearages or delinquencies in fixed rent, which proposals are designed to achieve the same economic effect as the formulas provided above.

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Space Leases in connection with their occupancy of the Premises Property shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser the Buyer or the Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding period prior to the month in which the Closing Date occursoccurs but not with respect to any period more than 60 days prior to the Closing Date, (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current prior periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period prior to the month preceding (if any) after the month in which the Closing Date occursoccurs and (iv) fourth, in payment of Fixed Rents owed by such tenant for periods more than 60 days prior to the Closing Date. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) The Buyer shall ▇▇▇▇ tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents. Notwithstanding the foregoing, if the Buyer shall be unable to collect such past due Fixed Rents, the Seller shall have the right, with the prior approval of Buyer, not to be unreasonably withheld, delayed or conditioned, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits), but the Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents Rent (as defined below) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) 10.2 below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTS") paid or payable by tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any At Closing, there shall be an adjustment in Purchaser's favor in an amount equal to Fixed Rent received from tenants who are current in the payment of Fixed Rent, to the extent such Fixed Rents apply to periods subsequent to Closing. Fixed Rents collected by Purchaser or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, pro rated as of the Closing Date, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding periods subsequent to the month in which the Closing Date occurs, occurs and (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period periods prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, amount shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Purchaser shall ▇▇▇▇ tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date (the "PURCHASER COLLECTION PERIOD") and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that Purchaser shall have no obligation to commence any actions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser shall be unable during the Purchaser Collection Period to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. (c) Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter second to Overage Rents (Rents, in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants Tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant Tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied applied: (i) first, in payment of Fixed Rents owed by such tenant Tenant for the calendar month in which the Closing Date occurs, ; (ii) second, in payment of Fixed Rents owed by such tenant Tenant for the calendar month preceding prior to the calendar month in which the Closing Date occurs, ; (iii) third, in payment of Fixed Rents owed by such tenant Tenant for the period following (if any) after the calendar month in which the Closing Date occurs through the end of the calendar month in which such amount is collected; and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant Tenant for the period prior to the calendar month preceding the calendar month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel attorneys' fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. In furtherance and not in limitation of the preceding sentence, with respect to any Tenant which has paid all Fixed Rents for periods through the Closing, if, prior to the Closing, Seller shall receive any prepaid Fixed Rents from a Tenant attributable to a period following the Closing, at the Closing, Seller shall pay over to Purchaser the amount of such prepaid Fixed Rents. (b) Purchaser shall ▇▇▇▇ Tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that -------- ------- Purchaser shall have no obligation to commence any actions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser is unable to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue such Tenants to collect Fixed Rent delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such Tenants. Any payment by a tenant Tenant in an amount less than the full amount of Fixed Rents and "Overage Rents Rent" (as such term is defined in Section 13.1.2(a)) then due and payable owing by such tenant Tenant, shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a13.1.1(a) above) to the extent of all such Fixed Rents then due and payable owing by such tenantTenant, and thereafter to Overage Rents Rent (in the order of priority as to time periods as is set forth in Section 8.2(d) below13.1.2).

Fixed Rents. (a) a Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Space Leases in connection with their occupancy of the Premises Property shall be adjusted and prorated on an and if, as and when collected basis. Any Fixed Rents collected by Purchaser the Buyer or a Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding prior to the month in which the Closing Date occurs, occurs but not more than 30 days prior to the Closing Date (iii) third, in payment of Fixed Rents owed by such tenant for the period following (if any) after the month in which the Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of any other Fixed Rents owed by such tenant for the period periods more than thirty (30) days prior to the month preceding the month in which the Closing Date occursDate. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (bb The Buyer shall ▇▇▇▇ tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents (related to periods of time prior to the Closing Date). Notwithstanding the foregoing, if the Buyer shall be unable to collect such past due Fixed Rents within six (6) months after the Closing Date, any Seller shall have the right, upon prior written notice to the Buyer, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits for delinquencies in amounts of not more than $100,000 with Buyer's prior reasonable consent, which consent shall not be unreasonably withheld) but the Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents Rent (as defined below) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) 11.2 below). (c Notwithstanding the foregoing, Sellers will consider using any alternative reasonable proposals offered by Buyer with respect to determining the adjustment in the collection of any arrearages or delinquencies in fixed rent, which proposals are designed to achieve the same economic effect as the formulas provided above.

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, pro rated as of the Closing Date, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding the month in which the Closing Date occurs, (iii) third, in payment of Fixed Rents owed by such tenant for the period following periods subsequent to the month in which the Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period periods prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, amount shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Purchaser shall bill tenants who owe Fixed Re▇▇▇ for periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date (the "Purchaser Collection Period") and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that Purchaser shall have no obligation to commence any actions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser shall be unable during the Purchaser Collection Period to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. (c) Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents (hereinafter defined) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter second to Overage Rents (Rents, in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTS"“Fixed Rents”) paid or payable by tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, pro rated as of the Closing Date, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding subsequent to the month in which the Closing Date occurs, (iii) third, in payment of Fixed Rents owed by such tenant for the period month preceding the month in which the Closing Date occurs, (iv) fourth, in payment of Fixed Rents owed by such tenant for periods subsequent to the month following the month in which the Closing Date occurs and (ivv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period periods prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, amount shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Purchaser shall ▇▇▇▇ tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date (the “Purchaser Collection Period”) and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that Purchaser shall have no obligation to commence any actions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser shall be unable during the Purchaser Collection Period to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. (c) Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents (hereinafter defined) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter second to Overage Rents (Rents, in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants Tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant Tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied applied: (i) first, in payment of Fixed Rents owed by such tenant Tenant for the calendar month in which the Closing Date occurs, ; (ii) second, in payment of Fixed Rents owed by such tenant Tenant for the month preceding period (if any) after the calendar month in which the Closing Date occurs, occurs through the end of the calendar month in which such amount is collected; and (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant Tenant for the period prior to the calendar month preceding the calendar month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel attorneys' fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Any payment by . In furtherance and not in limitation of the preceding sentence, with respect to any Tenant which has paid all Fixed Rents for periods through the Closing, if, prior to the Closing, Seller shall receive any prepaid Fixed Rents from a tenant in an amount less than Tenant attributable to a period following the full Closing, at the Closing, Seller shall pay over to Purchaser the amount of such prepaid Fixed Rents and Overage Rents then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) below)Rents.

Fixed Rents. (a1) Fixed rents (collectively, "FIXED RENTS") paid or payable by tenants under the Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, pro rated as of the Closing Date, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding periods subsequent to the month in which the Closing Date occurs, occurs and (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period periods prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b2) Purchaser shall bill tenants who owe Fixed Ren▇▇ ▇or periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that Purchaser shall have no obligation to commence any actions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser shall be unable to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue tenants to collect such delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such tenants. Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Space Leases in connection with their occupancy of the Premises Property shall be adjusted and prorated on an and if, as and when collected basis. Any Fixed Rents collected by Purchaser Buyer or Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding prior to the month in which the Closing Date occurs, occurs but not more than 30 days prior to the Closing Date (iii) third, in payment of Fixed Rents owed by such tenant for the period following (if any) after the month in which the Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of any other Fixed Rents owed by such tenant for the period periods more than thirty (30) days prior to the month preceding the month in which the Closing Date occursDate. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) below).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants Tenants under the Space Leases in connection with their occupancy of the Premises shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser or Seller after the Closing from any tenant Tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied applied: (i) first, in payment of Fixed Rents owed by such tenant Tenant for the calendar month in which the Closing Date occurs, ; (ii) second, in payment of Fixed Rents owed by such tenant Tenant for the calendar month preceding prior to the calendar month in which the Closing Date occurs, ; (iii) third, in payment of Fixed Rents owed by such tenant Tenant for the period following (if any) after the calendar month in which the Closing Date occurs through the end of the calendar month in which such amount is collected; and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant Tenant for the period prior to the calendar month preceding the calendar month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel attorneys' fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. In furtherance and not in limitation of the preceding sentence, with respect to any Tenant which has paid all Fixed Rents for periods through the Closing, if, prior to the Closing, Seller shall receive any prepaid Fixed Rents from a Tenant attributable to a period following the Closing, at the Closing, Seller shall pay over to Purchaser the amount of such prepaid Fixed Rents. (b) Purchaser shall b▇▇▇ Tenants who owe Fixed Rents for periods prior to the Closing on a monthly basis for a period of six (6) consecutive months following the Closing Date and shall use commercially reasonable efforts to collect such past due Fixed Rents; provided, however, that -------- ------- Puractions or proceedings to collect any such past due Fixed Rents. Notwithstanding the foregoing, if Purchaser is unable to collect such past due Fixed Rents, Seller shall have the right, upon prior written notice to Purchaser, to pursue such Tenants to collect Fixed Rent delinquencies (including, without limitation, the prosecution of one or more lawsuits), but Seller shall not be entitled to evict (by summary proceedings or otherwise) any such Tenants. Any payment by a tenant Tenant in an amount less than the full amount of Fixed Rents and "Overage Rents Rent" (as such term is defined in Section 13.1.2(a)) then due and payable owing by such tenant Tenant, shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a13.1.1(a) above) to the extent of all such Fixed Rents then due and payable owing by such tenantTenant, and thereafter to Overage Rents Rent (in the order of priority as to time periods as is set forth in Section 8.2(d) below13.1.2).

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTS") paid or payable by tenants under the Leases in connection with their occupancy of the Premises Rents shall be adjusted and prorated apportioned on an if, as and when collected basis. . (A) If prior to the relevant Closing Date, the relevant Seller has received fixed rents from any tenant attributable to periods after the Adjustment Time and such tenant has paid all fixed rents and additional rents due under its Tenant Lease for all periods prior to the Adjustment Time, the relevant Buyer shall be entitled to a credit for the amount of such prepaid fixed rents attributable to periods after the Adjustment Time. (B) Any Fixed Rents fixed rents collected by Purchaser the relevant Buyer or the relevant Seller on or after the relevant Closing Date from any tenant who owes Fixed Rents fixed rents for periods prior to the Closing Adjustment Time shall be applied in the following order of priority: (i1) first, in payment of Fixed Rents owed fixed rents due (or to become due within ten days of such payment) and owing to the relevant Buyer by such tenant for all periods after the month in which the Closing Date occurs, Adjustment Time; and (ii2) second, in payment of Fixed Rents fixed rents owed by such tenant for the month preceding the month in which the Closing Date occurs, (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the any period prior to the month preceding the month in which the Closing Date occursAdjustment Time. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, amount shall be adjusted and prorated apportioned as provided above, and the party (the relevant Buyer or the relevant Seller) who receives such amount shall promptly pay over to the other party the portion thereof to which it the other party is so entitled. (bC) The relevant Seller shall have the right, upon prior notice to the relevant Buyer, to pursue such tenants who owe past due fixed rents, including the right to bring actions or proceedings against any tenants for the collection of such past due rents, but shall not be entitled to evict such tenants by summary proceedings or otherwise. (D) Any payment by a tenant in an amount less than the full amount of Fixed Rents fixed rents and Overage Rents additional rents then due (or to become due within ten days of such payment) and payable owing by such tenant shall be applied first to Fixed Rents (in the following order of priority priority: (1) first, to fixed rents owed by such tenant to be adjusted, apportioned and paid as to time periods as is set forth provided in Section 8.1(a2.08(b)(i)(B) aboveand (2) then, to the extent of all such Fixed Rents then due and payable additional rents owed by such tenanttenant to be adjusted, apportioned and thereafter to Overage Rents (in the order of priority paid as to time periods as is set forth provided in Section 8.2(d) below2.08(b)(ii)(B).

Fixed Rents. (ai) Fixed rents, base rents, minimum rents or basic rentals payable in fixed installments for stated periods (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Leases in connection with their occupancy of all or any portion of the Premises Contributor Properties shall be adjusted and prorated on an if, as and when collected basis. For purposes of this subsection (a), any Fixed Rents with respect to the Nomura Properties which have been deposited into the Deposit Account (as such term is defined in the Nomura Loan Documents) prior to the Closing Date shall be deemed to have been received by or on behalf of Contributor, and any such Fixed Rents which have been deposited into the Deposit Account from and after the Closing shall be deemed to have been received by or on behalf of Contributee. (ii) Any Fixed Rents collected by Purchaser or Seller on behalf of Contributee or Contributor after the Closing from tenants of all or any tenant part of the Contributor Properties who owes owe Fixed Rents for relating to periods prior to the Closing Closing, shall be applied (i) as follows: - first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) to be apportioned between Contributor and Contributee as of the Closing Date, - second, in payment of Fixed Rents owed by such tenant then due and payable for the period (if any) after the month preceding in which the Closing Date occurs through the end of the month in which such amount is collected, and - third, in payment of Fixed Rents for the period prior to the month in which the Closing Date occurs, . (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any reasonable costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. . In furtherance and not in limitation of the preceding provisions of this subsection (b) Any payment by a a), with respect to any tenant in an amount less than the full amount of which has paid all Fixed Rents and Overage Rents then due and payable by to the Closing Date, if, prior to the Closing, Contributor shall receive any prepaid Fixed Rents from such tenant attributable to a period following the Closing, then, subject to the netting of all adjustments under this Section 4, Contributee shall be applied first entitled to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) a payment equal to the extent amount of all such prepaid Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) below)Rents.

Fixed Rents. (a) Fixed rents (collectively, "FIXED RENTSFixed Rents") paid or payable by tenants under the Space Leases in connection with their occupancy of the Premises Property shall be adjusted and prorated on an if, as and when collected basis. Any Fixed Rents collected by Purchaser the Buyer or the Seller after the Closing from any tenant who owes Fixed Rents for periods prior to the Closing Closing, shall be applied (i) first, in payment of Fixed Rents owed by such tenant for the month in which the Closing Date occurs, (ii) second, in payment of Fixed Rents owed by such tenant for the month preceding period (if any) after the month in which the Closing Date occurs, occurs but not beyond the then current month and (iii) third, in payment of Fixed Rents owed by such tenant for the period following the month in which Closing Date occurs and (iv) fourth, after Fixed Rents for all current periods have been paid in full, in payment of Fixed Rents owed by such tenant for the period prior to the month preceding the month in which the Closing Date occurs. Each such amount, less any costs of collection (including reasonable counsel fees) reasonably allocable thereto, shall be adjusted and prorated as provided above, and the party who receives such amount shall promptly pay over to the other party the portion thereof to which it is so entitled. (b) The Buyer shall bill tenants who owe Fixed ▇▇▇ts for periods prior to the Closing on a monthly basis for a period of six consecutive months following the Closing Date and shall use good faith efforts to collect such past due Fixed Rents. Any payment by a tenant in an amount less than the full amount of Fixed Rents and Overage Rents Rent (as defined below) then due and payable by such tenant shall be applied first to Fixed Rents (in the order of priority as to time periods as is set forth in Section 8.1(a) above) to the extent of all such Fixed Rents then due and payable by such tenant, and thereafter to Overage Rents (in the order of priority as to time periods as is set forth in Section 8.2(d) 10.2 below).