Common use of Amended Organizational Documents Clause in Contracts

Amended Organizational Documents. The execution and delivery of amended or amended and restated (as applicable) limited liability company and limited partnership agreements of each General Partner and each Owner, the form and substance of which shall be mutually agreed to the Parties and shall comply with the requirements of the Loan Documents and any conditions to amend or amend and restate set forth in the existing Owner Organizational Documents. Seller shall have the right to extend the Closing Date for up to ninety (90) days to endeavor to (i) cause a Seller’s Warranty that is subject to an Exception Matter to be true and correct in accordance with Section 3.3(b) of this Agreement, (ii) cure a Title Exception in accordance with Section 5.3(b) of this Agreement, or (iii) satisfy any of the Closing conditions set forth in Section 6.1 of this Agreement. Purchaser shall have the right to extend the Closing Date for a reasonable amount of time necessary to satisfy the lender’s closing requirements in respect of the Loan, but such extension shall not exceed ninety (90) days in the aggregate. Subject to each Party’s right to extend the Closing Date as set forth above, if at Closing any of the conditions specified in Sections 6.1 and 6.2 have not been satisfied or (if waivable) waived by the applicable Party, then Purchaser with respect to Section 6.1 and Seller with respect to Section 6.2, may, at such Party’s sole option, deliver to Purchaser or Seller, as the case may be, a written cancellation notice terminating this Agreement and, upon such Party’s receipt of the cancellation notice, this Agreement shall terminate, the Deposit will be paid to the Party entitled thereto as provided in this Agreement, and the Parties will be mutually released from all liabilities and obligations hereunder, save and except Purchaser will continue to be liable for the Surviving Obligations. If a failure of a condition set forth in Section 6.1(a) or (b) is as a result of Seller’s intentional or willful default then the provisions of Section 10.1(b) shall govern. If a failure of a condition set forth in Section 6.2(a) is as a result of Purchaser’s willful default then the provisions of Section 10.1(a) shall govern.

Amended Organizational Documents. The execution and delivery of amended or amended and restated (as applicable) limited liability company and limited partnership agreements of each General Partner, Charlotte Mezz Borrower, Charlotte Mezz General Partner and each Owner, the form and substance of which shall be mutually agreed to the Parties and shall comply with the requirements of the Existing Loan Documents, the Loan Documents and any conditions to amend or amend and restate set forth in the existing Owner Organizational Documents. Seller shall have the right to extend the Closing Date for up to ninety (90) days to endeavor to (i) cause a Seller’s Warranty that is subject to an Exception Matter to be true and correct in accordance with Section 3.3(b) of this Agreement, (ii) cure a Title Exception in accordance with Section 5.3(b) of this Agreement, or (iii) satisfy any of the Closing conditions set forth in Section 6.1 of this Agreement. Purchaser shall have the right to extend the Closing Date for a reasonable amount of time necessary to satisfy the lender’s closing requirements in respect of the LoanLoan or to obtain the Existing Lenders’ (or any servicer or rating agency on behalf of any such Existing Lenders’) consent, but such extension shall not exceed ninety (90) days in the aggregate. Subject to each Party’s right to extend the Closing Date as set forth above, if at Closing any of the conditions specified in Sections 6.1 and 6.2 have not been satisfied or (if waivable) waived by the applicable Party, then Purchaser with respect to Section 6.1 and Seller with respect to Section 6.2, may, at such Party’s sole option, deliver to Purchaser or Seller, as the case may be, a written cancellation notice terminating this Agreement and, upon such Party’s receipt of the cancellation notice, this Agreement shall terminate, the Deposit will be paid to the Party entitled thereto as provided in this Agreement, and the Parties will be mutually released from all liabilities and obligations hereunder, save and except Purchaser will continue to be liable for the Surviving Obligations. If a failure of a condition set forth in Section 6.1(a) or (b) is as a result of Seller’s intentional or willful default then the provisions of Section 10.1(b) shall govern. If a failure of a condition set forth in Section 6.2(a) is as a result of Purchaser’s willful default then the provisions of Section 10.1(a) shall govern.. 24 ARTICLE 7

Amended Organizational Documents. The execution and delivery of amended or amended and restated (as applicable) limited liability company and limited partnership agreements of each General Partner, Charlotte Mezz Borrower, Charlotte Mezz General Partner and each Owner, the form and substance of which shall be mutually agreed to the Parties and shall comply with the requirements of the Existing Loan Documents, the Loan Documents and any conditions to amend or amend and restate set forth in the existing Owner Organizational Documents. Seller shall have the right to extend the Closing Date for up to ninety (90) days to endeavor to (i) cause a Seller’s Warranty that is subject to an Exception Matter to be true and correct in accordance with Section 3.3(b) of this Agreement, (ii) cure a Title Exception in accordance with Section 5.3(b) of this Agreement, or (iii) satisfy any of the Closing conditions set forth in Section 6.1 of this Agreement. Purchaser shall have the right to extend the Closing Date for a reasonable amount of time necessary to satisfy the lender’s closing requirements in respect of the LoanLoan or to obtain the Existing Lenders’ (or any servicer or rating agency on behalf of any such Existing Lenders’) consent, but such extension shall not exceed ninety (90) days in the aggregate. Subject to each Party’s right to extend the Closing Date as set forth above, if at Closing any of the conditions specified in Sections 6.1 and 6.2 have not been satisfied or (if waivable) waived by the applicable Party, then Purchaser with respect to Section 6.1 and Seller with respect to Section 6.2, may, at such Party’s sole option, deliver to Purchaser or Seller, as the case may be, a written cancellation notice terminating this Agreement and, upon such Party’s receipt of the cancellation notice, this Agreement shall terminate, the Deposit will be paid to the Party entitled thereto as provided in this Agreement, and the Parties will be mutually released from all liabilities and obligations hereunder, save and except Purchaser will continue to be liable for the Surviving Obligations. If a failure of a condition set forth in Section 6.1(a) or (b) is as a result of Seller’s intentional or willful default then the provisions of Section 10.1(b) shall govern. If a failure of a condition set forth in Section 6.2(a) is as a result of Purchaser’s willful default then the provisions of Section 10.1(a) shall govern.

Amended Organizational Documents. The execution and delivery of amended or amended and restated (as applicable) limited liability company and limited partnership agreements of each General Partner and each Owner, the form and substance of which shall be mutually agreed to the Parties and shall comply with the requirements of the Loan Documents and any conditions to amend or amend and restate set forth in the existing Owner Organizational Documents. Seller shall have the right to extend the Closing Date for up to ninety (90) days to endeavor to (i) cause a Seller’s Warranty that is subject to an Exception Matter to be true and correct in accordance with Section 3.3(b) of this Agreement, (ii) cure a Title Exception in accordance with Section 5.3(b) of this Agreement, or (iii) satisfy any of the Closing conditions set forth in Section 6.1 of this Agreement. Purchaser shall have the right to extend the Closing Date for a reasonable amount of time necessary to satisfy the lender’s closing requirements in respect of the Loan, but such extension shall not exceed ninety (90) days in the aggregate. Subject to each Party’s right to extend the Closing Date as set forth above, if at Closing any of the conditions specified in Sections 6.1 and 6.2 have not been satisfied or (if waivable) waived by the applicable Party, then Purchaser with respect to Section 6.1 and Seller with respect to Section 6.2, may, at such Party’s sole option, deliver to Purchaser or Seller, as the case may be, a written cancellation notice terminating this Agreement and, upon such Party’s receipt of the cancellation notice, this Agreement shall terminate, the Deposit will be paid to the Party entitled thereto as provided in this Agreement, and the Parties will be mutually released from all liabilities and obligations hereunder, save and except Purchaser will continue to be liable for the Surviving Obligations. If a failure of a condition set forth in Section 6.1(a) or (b) is as a result of Seller’s intentional or willful default then the provisions of Section 10.1(b) shall govern. If a failure of a condition set forth in Section 6.2(a) is as a result of Purchaser’s willful default then the provisions of Section 10.1(a) shall govern.. ARTICLE 7