POST-CLOSING POSSESSION AGREEMENT

AGREEMENT made this____ day of ___________ 19___ between ___________________________ hereinafter referred to as the first part and ___________________ ____________________ hereinafter referred to as the party of the second part;

WHEREAS, the parties hereto by contract dated _______________ have agreed respectively to sell and purchase the premises known as ________ __________________ therein described and which contract provides that said premises will be delivered vacant at closing of title; and

WHEREAS, the first party has this date conveyed title to said premises to the second party; and

WHEREAS, the second party has paid the full consideration to the first party, receipt of which is hereby acknowledged by the first party; and

WHEREAS, the first party is unable to deliver possession of said premises vacant this date and desires to remain in occupancy and possession to and including the ___________ day of ___________ 198

NOW THEREFORE, IN CONSIDERATION OF THE SECOND PARTY CONSENTING TO THE OCCUPANCY OF SAID PREMISES by the first party to and including the ___________ day of _________________ 198 ,the first party agrees to deposit with ________________________ ___________ hereinafter called the Escrowee, simultaneously with the execution of this Agreement, the sum of ___________ Dollars, to be held by escrowee for the following purposes:

FIRST: ESCROWEE shall pay to the second party the sum of (___________ ) dollars out of the monies deposited with Escrowee for each and every day or part thereof commencing on _____ day of ______ 19___ to and including the ____ day of __________ 19___ on which
day the first party shall have vacated the premises and left the same in broom clean condition. In the event that the premises are not vacated and possession is not delivered in accordance with the preceding sentence, then in that event the escrowee shall pay to the second party as additional consideration the sum of _____________ Dollars per day for each and every day or part thereof commencing the ____ day of __________ , 19__ and continuing until said possession is delivered to the second party.

SECOND: In the event the first party fails to vacate said premises on the ____ day of __________ 19___ the second party, in addition to receiving the daily sum set forth above, shall have the immediate right to commence such proceeding as will insure to the second party complete possession of said premises. If the sum deposited in escrow is insufficient to pay the above mentioned daily rate, then the first party hereby agrees to pay such difference to the second party.

THIRD: The escrowee is hereby authorized to refund to the first party the difference, if any, between the sum deposited and the total of an and all payments authorized by this agreement.

FOURTH: The parties hereto expressly agree that this agreement or an party thereof shall not constitute a landlord-tenant relationship; that the daily sum paid hereunder shall be construed as liquidated damages in failing to vacate as above stated and not as a penalty or forfeiture; and that the sum so deposited in escrow is done so solely for the purposes set forth in this agreement.

FIFTH: In addition to securing the faithful performance of the party of the first part as aforementioned, said sum held in escrow is also held to secure the party of the second part against any damage or loss to the premises resulting from the party of the first part or their guests, invitees or licensees continued use and occupancy of the premises. This provision shall be construed to limit any other remedies available to the party of the first part.

SIXTH: Party of the first part shall maintain liability insurance for the term of the continued occupancy and hold harmless the party of the second part from any actions or claims arising out of, or in connection with the continued use and occupancy of the premises by the party of the first part.

SEVENTH: The first party and the second party hereby jointly and save ally agree to indemnify and save the Escrowee harmless from and against any and all loss, damage, claims, liabilities, judgments, and other costs and expenses including attorneys fees which may be incurred by the Escrowee by reason of his/her acceptance of, and its performance under this agreement unless caused by the gross negligence of the Escrowee. The Escrowee shall be automatically released from all responsibility and liability under this agreement upon the Escrowee’s deposit of the amount in escrow to a court of competent jurisdiction.