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the first Business Day after the Feasibility Date, Buyer shall deliver the Additional Deposit to the <br />Escrow Agent. The Deposit is considerations for the rights granted to Buyer to purchase the <br />Property and shall be non-refundable except, as otherwise provided herein. THE DEPOSIT <br />SHALL BE MADE BY WIRE TRANSFER ONLY. <br />(b) Non -Interest Bearing Account. Unless the box below is checked, and Buyer's <br />Taxpayer Identification Number provided, the Deposit shall be held in a non-interest bearing <br />account with a financial institution mutually approved by Seller and Buyer. At the Closing, <br />Buyer shall receive a credit against the Purchase Price in the amount of the Deposit. <br />( ] NOTWITHSTANDING THE FOREGOING, the Deposit shall be held in an <br />interest bearing account. Buyer's Taxpayer Identification Number is <br />Interest which accrues on the Deposit shall accrue for the benefit of the Party which is or <br />becomes entitled to the Deposit. <br />(c) Payment at Closing. The balance of the Purchase Price, subject to the prorations <br />and adjustments set forth in this Agreement, shall be paid (i) by Buyer to Seller by wire transfer <br />to Title Company's account at the time of Closing, and (ii) by the Title Company to Seller by <br />wire transfer to Seller's account immediately upon Closing. If Escrow Agent is not the Title <br />Company, Escrow Agent shall deliver the Deposit (including all interest earned thereon, if any) <br />to the Title Company by wire transfer the Business Day prior to the Closing Date. Neither Seller <br />nor any entity related to Seller in any way or for which Seller acts as a conduit for financing has <br />any obligation to finance Buyer's purchase of the Property. Wired funds must be received in the <br />Title Company's account prior to noon Eastern time on the Closing Date. <br />3.3 Closing Adjustments and Prorations. Except as otherwise provided in this Section, all <br />adjustments and prorations to the Purchase Price payable at Closing shall be computed as of the <br />Prorations Date. Such adjustments and prorations shall include the following: <br />(a) Revenues and Expenses. Seller shall be entitled to receive all revenues and shall <br />be charged with all expenses relating to the ownership and operation of the Property through the <br />Prorations Date, and to the extent any revenues for the month of Closing are not collected prior <br />to the Prorations Date, Seller shall be entitled to a credit for same at Closing. All revenues and <br />expenses shall be prorated as of the Prorations Date. With respect to any delinquent rents or <br />other delinquent revenue, Buyer shall use diligent and good faith efforts to collect the same after <br />the Closing. All such collections of delinquent rents or other revenues in excess of the credit to <br />Seller at Closing shall be remitted by Buyer to Seller promptly after receipt, but in any event not <br />later than ten days after receipt. The foregoing shall not, however, prohibit or restrict Seller from <br />attempting to collect in any lawful manner after the Closing any such delinquent rent or other <br />delinquent revenue directly from the Tenant or other party owing such amounts. In any event the <br />first monies collected from Tenants or other parties shall be applied to the rents and other <br />revenues delinquent as of the Closing Date until the delinquency has been cured and such <br />collections shall be remitted to Seller in accordance with the provisions hereof. The provisions <br />of this Section shall survive Closing. <br />MIAMI 2957652.8 79037/33274 <br />6 <br />