Common use of 7Litigation Clause in Contracts

7Litigation. Between the Effective Date and the Closing Date, Seller shall promptly advise Buyer of the commencement of any Proceeding to which Seller is or becomes a party, or to which the Property or any portion thereof becomes subject, or of any threat of the commencement of any such Proceeding of which Seller has or acquires actual knowledge. Seller agrees that if any such Proceeding is pending or threatened as of the Closing Date, and if Buyer determines that such Proceeding may likely have an adverse effect upon the Property or Seller’s ability to convey the Property to Buyer hereunder, then Buyer shall have the right to: (a) proceed to Closing, without adjustment or abatement of the Purchase Price, or (ii) terminate this Agreement by written notice to Seller, upon which termination the Deposit shall be returned to Buyer by Escrow Agent and the parties shall have no further obligations to each other hereunder (except such obligations as are expressly set forth in this Agreement as surviving such termination). Notwithstanding anything in this Section 8.7 to the contrary, the foregoing shall not limit or impair Buyer’s rights or remedies under this Agreement with respect to any material misrepresentation or breach of warranty by Seller under Section 5.2(i) above.

7Litigation. Between the Effective Date and the Closing Date, Seller shall promptly advise Buyer of the commencement of any Proceeding to which Seller is or becomes a party, or to which the Property or any portion thereof becomes subject, or of any threat of the commencement of any such Proceeding of which Seller has or acquires actual knowledge. Seller agrees that if any such Proceeding is Proceedingis pending or threatened as of the Closing Date, and if Buyer determines that such Proceeding may likely Proceedingwilllikely have an a material adverse effect upon the Property or Seller’s ability to convey the Property to Buyer hereunder, then Buyer shall have the right to: (a) proceed to Closing, without adjustment or abatement of the Purchase Price, or (ii) terminate this Agreement by written notice to Seller, upon which termination the Deposit shall be returned to Buyer by Escrow Agent and the parties Parties shall have no further obligations to each other hereunder (except such obligations as are expressly set forth in this Agreement as surviving such termination). Notwithstanding anything in this Section 8.7 to the contrary, the foregoing shall not limit or impair Buyer’s rights or remedies under this Agreement with respect to any material misrepresentation or breach of warranty by Seller under Section 5.2(i) above.