Security Deposits. Borrowers shall deposit any cash security deposits of Tenants under Leases that are turned over to or for the benefit of any Borrower or otherwise collected by or on behalf of any Borrower, into a separate account maintained with a reputable financial institution in compliance with applicable Legal Requirements, and Borrowers shall not commingle such funds with any funds of any Borrower. Any letter of credit or other instrument that Borrowers are permitted to hold in lieu of cash security deposits under any applicable Legal Requirements # shall be maintained in full force and effect unless replaced by cash deposits as hereinabove described (or unless applied pursuant to the terms of the applicable Lease), # if permitted pursuant to Legal Requirements, shall name Administrative Agent on behalf of Lender as payee or mortgagee thereunder (or at Administrative Agent’s option, be fully assignable to Administrative Agent) and # shall comply with all applicable Legal Requirements and otherwise be reasonably satisfactory to Administrative Agent. Borrowers shall, upon request, provide Administrative Agent with evidence reasonably satisfactory to Administrative Agent of Borrowers’ compliance with the foregoing. Upon the occurrence and during the continuance of any Event of Default, Borrowers shall, upon Administrative Agent’s request, if permitted by applicable Legal Requirements, # assign to Administrative Agent any such letter of credit security deposits (or cause such letter of credit security deposits to be re-issued in favor of Administrative Agent) and # turn over to Administrative Agent all other security deposits (and any interest theretofore earned thereon), in each case, to be held by Administrative Agent subject to the terms of the Leases.

Security Deposits. Purchaser shall receive a credit at Closing for all Security Deposits (and any interest thereon required to be reimbursed to any tenant) pursuant to the Lease or pursuant to applicable law. Seller agrees to and does hereby indemnify, defend and hold Purchaser harmless from and against any liability or expense incurred by Purchaser by reason of any Security Deposit (and interest thereon, if required by law) actually collected by Seller and not actually paid (or credited) to Purchaser at the Closing. Purchaser agrees to and does hereby indemnify and hold Seller harmless from and against any liability or expense incurred by Seller by reason of any Security Deposit (and interest thereon, if required by law) which is paid (or credited) to Purchaser at the Closing and which Purchaser does not properly refund to the Tenant. The provisions of this Section 5.4(d) shall survive the Closing.

Security Deposits. Attached hereto as [Schedule 5.6] is a list of all security deposits held by Seller under the Leases as of the Effective Date. At Closing, all security deposits from the tenants under the Leases, to the extent paid by such tenants to Seller and not applied by Seller prior to Closing (including, without limitation, application by Seller against any accounts receivable from such tenants that are due Seller), shall be credited to Buyer as a credit against the Purchase Price and shall be retained by Seller free and clear of any and all claims on the part of tenants. Seller shall notify Buyer prior to any application of any security deposit during the Due Diligence Period. After the expiration of the Due Diligence Period, Seller shall not be permitted to apply any security deposits without Buyer’s prior consent, not to be unreasonably withheld, conditioned or delayed. From and after Closing, Buyer shall be responsible for maintaining as security deposits and other deposits the aggregate amount so credited to Buyer in accordance with all applicable laws, rules and regulations, and in accordance with the provisions of the Leases relevant thereto. This [Section 5.6] shall survive the Closing and not be merged therein.

Security Deposits. All security deposits of Tenants, whether held in cash or any other form, shall be held in compliance with all Legal Requirements, and shall not be commingled with any other funds of Borrower. During the continuance of an Event of Default, Borrower shall, within five (5) Business Days of Lender’s request, if permitted by applicable Legal Requirements, cause all such security deposits (and any interest theretofore earned thereon) to be transferred into the Deposit Account (which shall then be held by Deposit Bank in a separate Account), which shall be held by Deposit Bank subject to the terms of the Leases. With respect to commercial Leases or residential Major Leases, any bond or other instrument which Borrower is permitted to hold in lieu of cash security deposits under any applicable Legal Requirements # shall be maintained in full force and effect in the full amount of such deposits unless replaced by cash deposits as herein above described, # shall be issued by an institution reasonably satisfactory to Lender, # shall, if permitted pursuant to any Legal Requirements, name Lender as payee or mortgagee thereunder (or at Lender’s option, be fully assignable to Lender), and # shall in all respects comply with any applicable Legal Requirements and otherwise be reasonably acceptable to Lender. Borrower shall, upon request (which, unless an Event of Default is continuing, shall not be required to be given more than twice in any twelve (12)-month period), provide Lender with evidence reasonably acceptable to Lender of Borrower’s compliance with the foregoing.

Roth Deposits. Effective December 1, 2019, a Participant may elect to defer receipt of a portion of the Participant’s Compensation on an after-tax basis and have the Company contribute such deferral to the Plan on his or her behalf as a Roth Deposit. A Roth Deposit must be designated irrevocably by the Participant at the time of contribution as Roth elective deferrals in accordance with Code [Section 402A].

Tenant Deposits. All tenant security deposits held by Seller and not theretofore applied to tenant obligations under the Leases shall be transferred or credited to Purchaser at Closing or placed in escrow if required by law. As of the Closing, Purchaser shall assume Seller’s obligations related to tenant security deposits. Purchaser will indemnify, defend, and hold Seller and any Seller Related Parties harmless from and against all demands and claims made by tenants arising out of the transfer or disposition of any security deposits and will reimburse any such indemnitee for all attorneys’ fees incurred or that may be incurred as a result of any such claims or demands as well as for all loss, expenses, verdicts, judgments, settlements, interest, costs and other expenses incurred or that may be incurred by any such indemnitee as a result of any such claims or demands by tenants.

Utility Deposits. Purchaser shall be responsible for making any deposits required with utility companies.

Tenant Deposits. At Closing, Buyer will receive a credit for all deposits (including any applicable interest required by applicable law or agreement) and other prepaid items then held by or for Seller under each Lease. Buyer or Buyer’s property manager will provide any required notices to tenant or other third-party as may be required under applicable law.

Security Deposits. If any Tenant Security Deposit related to a Broadstone Property that is to be transferred to any Assignor at Closing under the Purchase Agreements has been transferred, after the expiration of the Broadstone DDP, into the name of any Assignee prior to the Closing Date, but Assignee does not close on the Broadstone Properties in accordance with the terms of this Agreement on the Closing Date, and any such Tenant Security Deposit is not able to be transferred back into the name of the applicable Assignor prior to Closing, then Assignee agrees to use commercially reasonable best efforts to promptly transfer any such Tenant Security Deposit into the name of the applicable Assignor that purchased the applicable Property promptly after Closing. If Assignee’s failure to close on the Broadstone Properties is the result of a material Partial Assignment (Broadstone) default by Assignee under this Agreement (provided no Assignor is in material default of this Agreement or any Purchase Agreement and no Seller is in material default of either Purchase Agreement at the time of such Assignee default), then Assignee shall pay for the cost of such transfer and Assignee shall indemnify Assignors for, from and against all claims, demands, losses, damages, expenses and costs (including, but not limited to, reasonable attorneys’ fees, but excluding special, exemplary, punitive and consequential damages) arising out of Assignee’s failure to comply with the terms of this Section 15.Q. This obligation shall survive Closing and any termination of this Agreement.

Security Deposits. The amount of all cash security and any other cash tenant deposits held by Seller, and interest due thereon, if any, shall be transferred to a security deposit account maintained by Buyer in accordance with the Kentucky Uniform Landlord Tenant Act.