Tenant Receivables. Rents due from tenants under Leases and from tenants or licensees under License Agreements and operating expenses and/or taxes payable by tenants under Leases (collectively, “Tenant Receivables”) and not collected by ​ as of Closing shall not be prorated between ​ and ​ at Closing but shall be apportioned on the basis of the period for which the same are payable and if, as and when collected, as follows:

Tenant Receivables and other income received from tenants under Leases and/or tenants or licensees under License Agreements after Closing shall be applied in the following order of priority: # first, to payment of the current Tenant Receivables then due for the month in which the Closing Date occurs, which amount shall be apportioned between ​ and ​ as of the Closing Date as set forth in Section 8.1 hereof (with ​’s portion thereof to be delivered to ​); # second, to Tenant Receivables first coming due after Closing and applicable to the period of time after Closing, which amount shall be retained by ​; # third, to payment of Tenant Receivables first coming due after Closing but applicable to the period of time before Closing, including, without limitation, the Tenant Receivables described in [Subsection 8.1.3(b)] below (collectively, “Unbilled Tenant Receivables”), which amount shall be delivered to ​; and # thereafter, to delinquent Tenant Receivables which were due and payable as of Closing but not collected by ​ as of Closing (collectively, “Uncollected Delinquent Tenant Receivables”), which amount shall be delivered to ​. Notwithstanding the foregoing, ​ shall have the right to pursue the collection of Uncollected Delinquent Tenant Receivables for a period of one (1) year after Closing without prejudice to ​’s rights or ​’s obligations hereunder, provided, however, ​ shall have no right to materially interfere with any tenancies or occupancies or otherwise cause any such tenant or licensee to be evicted or to exercise any other “landlord” remedy (as set forth in such tenant’s Lease or licensee’s License Agreement) against such tenant other than to sue for collection. Any sums received by ​ to which ​ is entitled shall be held in trust for ​ on account of such past due rents payable to ​, and ​ shall remit to ​ any such sums received by ​ to which ​ is entitled within ten (10) business days after receipt thereof less reasonable, actual costs and expenses of collection, including reasonable attorneys’ fees, court costs and disbursements, if any. ​ expressly agrees that if ​ receives any amounts after the Closing Date which are attributable, in whole or in part, to any period after the Closing Date, ​ shall remit to ​ that portion of the monies so received by ​ to which ​ is entitled within ten (10) business days after receipt thereof. With respect to Unbilled Tenant Receivables, ​ covenants and agrees to # bill the same when billable and # reasonably cooperate with ​ to determine the correct amount of operating expenses and/or taxes due. The provisions of this [Subsection 8.1.3(a)] shall survive the Closing for a period of one (1) year.

Prorations. At Closing, the following items shall be prorated as of the date of Closing with all items of income and expense for the Properties being borne by ​ from and after (but including) the date of Closing: Tenant Receivables (defined below) and other income and rents that have been collected by ​ as of Closing; fees and assessments; prepaid expenses and obligations under Service Contracts; accrued operating expenses; real and personal ad valorem taxes and assessments (“Taxes”); and any assessments by private covenant for the then-current calendar year of Closing. Specifically, the following shall apply to such prorations and to post-Closing collections of Tenant Receivables: