Common use of CONSTRUCTION OF BUILDINGS Clause in Contracts

CONSTRUCTION OF BUILDINGS. (i) Section 8.6(d)(i)(II) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “In addition to the requirements set forth in Section 8.6(d)(i)(I), Interim Developer and Developer shall be required to Commence Construction of a second Project Building known as Building B14 (“Building B14”) on Block 1129 by no later than December 31, 2014 (the “Second Commencement Deadline”), which such Building B14 shall be constructed in accordance with the Subsidy Letter. In the event the Commencement of Construction of Building B14 has not occurred by the Second Commencement Deadline (subject to Unavoidable Delays and Section 8.6(d)(i)(IV) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (the “Building B14 Liquidated Damages”); provided, however, that notwithstanding anything contained to the contrary herein, any and all Building B14 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. Once Commencement of Construction of Building B14 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B14 until Substantial Completion.” (ii) Section 8.6(d)(i)(III) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “In addition to the requirements set forth in Sections 8.6(d)(i)(I) and 8.6(d)(i)(II), Interim Developer and Developer shall Commence Construction on the third Project Building known as Building B3 (“Building B3”) on the Arena Block by no later than June 30, 2015 (the “Third Commencement Deadline”), which such Building B3, together with Building B14, shall contain at least 590 Project Site Affordable Housing Units in the aggregate and shall be constructed in accordance with the Subsidy Letter. In the event the Commencement of Construction of Building B3 has not occurred by the Third Commencement Deadline (subject to Unavoidable Delays and Section 8.6(d)(i)(IV) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (the “Building B3 Liquidated Damages”); provided, however, that notwithstanding anything contained to the contrary herein, any and all Building B3 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. The parties hereby acknowledge that in the event Interim Developer and Developer have paid the Building B14 Liquidated Damages, the reference to the “third Project Building” in this Section 8.6(d)(i)(III) shall actually refer to the construction of the second Project Building. Once Commencement of Construction of Building B3 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B3 until Substantial Completion.” (iii) Section 8.6(d)(i)(IV) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “To the extent Interim Developer, or the applicable Tenant, is ready to Commence Construction of a Project Building and (1) such Project Building is required to contain Affordable Housing, either because it is being built as required by Section 8.6(d)(i)(I), Section 8.6(d)(i)(II) or Section 8.6(d)(i)(III), or because failure to include Affordable Housing in such Project Building would prevent Interim Developer or an applicable Tenant from being able to satisfy the Phase I Affordable Housing Commitment, and (2) Interim Developer (or the applicable Tenant) substantiates per the written notification identified in Section 8.8(d)(ii) hereof an Affordable Housing Subsidy Unavailability, the then applicable Deadline shall be extended by one (1) year; provided, however, that once Interim Developer (or the applicable Tenant) has utilized an Affordable Housing Subsidy Unavailability to extend a Deadline, such an extension shall not be available again with respect to such Deadline unless another Affordable Housing Subsidy Unavailability can be substantiated after the date which is one (1) year after the prior Affordable Housing Subsidy Unavailability was evidenced.” (iv) Section 8.6(d)(ii) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “For the avoidance of doubt, the deadline extensions provided for in this Section 8.6(d) apply only with respect to the Phase I Affordable Housing Commitment, Building B3 and Xxxxxxxx X00, and shall not affect or otherwise alter any obligation to construct the Urban Room or, subject to Section 8.8(g) hereof to Substantially Complete the Phase I Improvements by the Outside Phase I Substantial Completion Date, subject only to Unavoidable Delays.”

CONSTRUCTION OF BUILDINGS. (i) Section 8.6(d)(i)(II) of 7.1 The Seller shall cause the Development Agreement is hereby amended Scheme, including the Sections and restated in the Exclusive Use Area, to be erected and constructed, at its entirety to read as follows: “In addition to the requirements set forth in Section 8.6(d)(i)(I), Interim Developer and Developer shall be required to Commence Construction of a second Project Building known as Building B14 (“Building B14”) on Block 1129 by no later than December 31, 2014 (the “Second Commencement Deadline”), which such Building B14 shall be constructed own cost in accordance with the Subsidy LetterBuilding Plans and the Specifications to the extent that a Certificate of Completion shall be obtained from the Local Authority. 7.2 At least 5 (FIVE) days prior to the anticipated Occupation Date the Purchaser shall make all necessary arrangements with the Seller or its authorised representative for the convening of an on-site meeting at the Sections for the purposes of inspecting same and to arrange for the delivery and handing over of the keys of the Sections to the Purchaser on the anticipated Occupation Date. In At such meeting a written list of all patent defects shall be compiled and attached to a written Minute of the event Meeting all of which will be signed at the Commencement of Construction of Building B14 has not occurred Meeting by both Seller and Purchaser or their authorised representatives. The patent defects shall be repaired and completed by the Second Commencement Deadline Seller at its own cost within 30 (subject to Unavoidable Delays and Section 8.6(d)(i)(IVTHIRTY) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (days after the “Building B14 Liquidated Damages”); provided, however, that notwithstanding anything contained Occupation Date. The Seller's liability for patent defects relating to the contrary herein, any and all Building B14 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) Unit/s shall be paid restricted only to those specified in such written Minute. 7.3 The Seller undertakes and warrants to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. Once Commencement of Construction of Building B14 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B14 until Substantial Completion.” (ii) Section 8.6(d)(i)(III) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “In addition to the requirements set forth in Sections 8.6(d)(i)(I) and 8.6(d)(i)(II), Interim Developer and Developer shall Commence Construction on the third Project Building known as Building B3 (“Building B3”) on the Arena Block by no later than June 30, 2015 (the “Third Commencement Deadline”), which such Building B3, together with Building B14, shall contain at least 590 Project Site Affordable Housing Units in the aggregate and shall be constructed in accordance with the Subsidy Letter. In the event the Commencement of Construction of Building B3 has not occurred by the Third Commencement Deadline (subject to Unavoidable Delays and Section 8.6(d)(i)(IV) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (the “Building B3 Liquidated Damages”); provided, however, that notwithstanding anything contained to the contrary herein, any and all Building B3 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. The parties hereby acknowledge Purchaser that in the event Interim Developer and Developer have paid of there being any roof leaks or latent defect in the Building B14 Liquidated DamagesUnit becoming apparent within 6 (SIX) months from the Occupation Date, the reference Seller shall remedy the same, provided that in the event of any substantial rains not falling during the aforesaid 6 (SIX) month period the period applicable to roof leaks shall be extended until such time as substantial rains have fallen. 7.4 The Seller shall remedy such roof leaks and latent defect only to the “third Project Building” in this Section 8.6(d)(i)(III) shall actually refer extent that these are brought to the construction attention of the second Project Building. Once Commencement Seller in writing, delivered by the Purchaser to the Seller within 6 (SIX) months of Construction the Occupation Date. 7.5 In the event of Building B3 has occurredthe Purchaser failing to timeously deliver a written list of defects, Interim Developer the Seller shall be absolved from all obligation or liabilities to attend to such defect or any repair or maintenance work related thereto. 7.6 Subject to the provisions of this clause the Unit is sold and Developer shallpurchased voetstoots and the Purchaser agrees to accept it as it stands and the Purchaser is presumed to be acquainted with the Unit hereby purchased, its nature, extent, boundaries, zoning and localities. 7.7 The undermentioned items are excluded from the above express or any implied warranty by the Seller, namely: 7.7.1 defects in the Section or the Development Scheme or any improvements thereon, inclusive inter alia of road works and boundary walls, attributable to any act of God or any shrinkage, heaving or expansion caused by abnormal ground or sub-surface conditions, or defects caused by fair wear and tear, negligence or misuse on the part of the Purchaser or any other person other than the Seller or its contractors, or due to any act or omission which does not involve the negligence of the Seller, it's contractors or agents; 7.7.2 inadequate or abnormal supplies of public utilities inclusive of low or variable electricity supplies, water main supplies or sewer reticulations which are substantially or partially attributable to the failure of the Local Authority or any other Authority who supplies such utilities to the property. 7.8 In the event that the Seller disputes it's liability to remedy any defect properly recorded hereunder, the Seller shall cause be entitled, on receipt of the applicable Tenant towritten list of alleged defects to submit same to the Architect defined as such under this Agreement and such Architect, diligently prosecute construction acting as expert, may decide and rule in writing on the nature and extent of Building B3 until Substantial Completionthe liability of the Seller to comply with such defect. The decision of such Architect, once delivered in writing, shall be final and binding on the parties.” (iii) Section 8.6(d)(i)(IV) 7.9 The Purchaser shall not be entitled to withhold the furnishing of any guarantee or payment of any deposit or other monies due or payable under this Agreement due to any alleged defect or delay or breach of warranty or undertaking by the Seller, or, pending the resolution of any dispute arising out of or in connection with this Agreement or pending the completion of the Unit or the Development. 7.10 The Purchaser shall not be entitled to give any instruction or work order directly to the building contractor or the Architect or anyone else engaged in the Development Scheme. 7.11 The Purchaser shall not be entitled to enter upon the Development Scheme or the Unit without the prior written consent of the Seller who shall be entitled if it grants such consent, to specify compliance rules regarding safety and security on the building site of the Development Scheme. • Made this part of clause 7.10 separate so it stands out. 7.12 The Purchaser records that it has acquired the Section and entered into this Agreement is hereby amended by virtue of an enquiry made by the Purchasers and restated in its entirety to read not as follows: “To a result of any direct marketing approach by either the extent Interim Developer, agent or the applicable Tenant, is ready Seller. 7.13 The Purchaser acknowledges that prior to Commence Construction signature of a Project Building and (1) such Project Building is required to contain Affordable Housing, either because it is being built as required this Agreement by Section 8.6(d)(i)(I), Section 8.6(d)(i)(II) or Section 8.6(d)(i)(III), or because failure to include Affordable Housing in such Project Building would prevent Interim Developer or an applicable Tenant from being able to satisfy the Phase I Affordable Housing Commitment, and (2) Interim Developer (or the applicable Tenant) substantiates per the written notification identified in Section 8.8(d)(ii) hereof an Affordable Housing Subsidy UnavailabilityPurchaser, the then applicable Deadline shall be extended content of this Agreement had been explained to it by one (1) year; provided, however, the Agent and the Agent had advised the Purchaser that once Interim Developer (or the applicable Tenant) has utilized an Affordable Housing Subsidy Unavailability Purchaser is entitled to extend a Deadline, such an extension shall not be available again with respect to such Deadline unless another Affordable Housing Subsidy Unavailability can be substantiated after contact the date which is one (1) year after the prior Affordable Housing Subsidy Unavailability was evidenced.” (iv) Section 8.6(d)(ii) Seller’s Conveyancer on telephone number 000-0000000 and enquire from any of the Development practicing conveyancers and any staff members employed by the Seller’s Conveyancer, Z Xxxxxxx, as to the content of the Agreement is hereby amended and restated in its entirety to read as follows: “For obtain clarity of any of the avoidance of doubt, the deadline extensions provided for conditions contained in this Section 8.6(d) apply only with respect Agreement of Sale which may not have been clear to the Phase I Affordable Housing Commitment, Building B3 Purchaser and Xxxxxxxx X00, and shall not affect or otherwise alter any obligation which the Purchaser requires to construct have explained prior to having signed the Urban Room or, subject to Section 8.8(g) hereof to Substantially Complete the Phase I Improvements Agreement of Sale by the Outside Phase I Substantial Completion Date, subject only to Unavoidable DelaysPurchasers.” 7.14 The Purchaser has read and understands the contents of this Agreement and the annexures and accepts the same.

CONSTRUCTION OF BUILDINGS. Tenant shall develop and construct on the Premises at least forty-two (i42) Section 8.6(d)(i)(II) units of affordable rental housing (such units, and any additional units and other improvements constructed on the Development Agreement is hereby amended and restated in its entirety to read Premises as follows: “In addition to shown on the requirements set forth Approved Plans (defined in Section 8.6(d)(i)(I5.4), Interim Developer and Developer including the Roadway Improvements, are referred to as the “Initial Improvements”). Tenant shall be required to Commence Construction of a second Project Building known commence work on the Initial Improvements as Building B14 (“Building B14”) on Block 1129 by soon as reasonably practicable following the Commencement Date, but no later than December 31ninety (90) days therefrom (as such time may be extended from time to time by Landlord, 2014 (the “Second Commencement DeadlineConstruction Start Date”), which such Building B14 construction Tenant shall be constructed thereafter diligently and continuously prosecute to Final Completion (as defined below) in accordance with the Subsidy LetterApproved Plans (as defined in Section 5.4 below). In For purposes of this Lease, construction of the event Initial Improvements shall be deemed to have “commenced” upon the commencement of actual physical work (including, without limitation, site work) on the Premises pursuant to a full, unconditional building permit for the construction of the Initial Improvements, and “Final Completion” of the Initial Improvements will be deemed to have occurred upon the issuance of a permanent certificate of occupancy for the Initial Improvements and the Town Engineer’s inspection and written approval of the Roadway Improvements. The Final Completion of the Initial Improvements shall occur within three (3) years from the Commencement Date (as such time may be extended from time to time by Landlord, the “Final Completion Date”). Landlord shall extend the Construction Start Date and/or the Final Completion Date for a period no longer than ninety (90) days if Landlord determines that Tenant has proceeded diligently in its performance (with any extensions beyond such ninety (90)-day period to be at Landlord’s sole option), and Landlord shall reasonably extend the deadlines for events of Construction of Building B14 has not occurred Force Majeure (defined in Section 5.3). If Tenant, despite its diligent and good faith efforts, fails to commence construction by the Second Commencement Deadline (Construction Start Date and/or to complete construction of the Initial Improvements by the Final Construction Date, as may have been extended as provided above, then, subject to Unavoidable Delays Permitted Institutional Mortgagee and Investor cure rights pursuant to Section 8.6(d)(i)(IV) hereof14.2(c), ESD’s remedy will be as set forth in Section 17.2(a)(iithe Landlord may elect to terminate this Lease by giving Tenant at least ninety (90) and Section (I)(4) of Schedule 3 (the “Building B14 Liquidated Damages”)days prior written notice; provided, however, that notwithstanding anything contained to if the contrary Initial Improvements are commenced or completed, as the case may be, within such ninety (90)-day period, such termination notice shall be null and void and this Lease shall continue in full force and effect. Upon the termination of this Lease as provided herein, any and all Building B14 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. Once Commencement of Construction of Building B14 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B14 until Substantial Completion.” (ii) Section 8.6(d)(i)(III) obligations of the Development Agreement is hereby amended and restated in its entirety parties under this Lease shall terminate, except those that are identified to read as follows: “In addition to survive the requirements set forth in Sections 8.6(d)(i)(I) and 8.6(d)(i)(II), Interim Developer and Developer shall Commence Construction on the third Project Building known as Building B3 (“Building B3”) on the Arena Block by no later than June 30, 2015 (the “Third Commencement Deadline”), which such Building B3, together with Building B14, shall contain at least 590 Project Site Affordable Housing Units in the aggregate and shall be constructed in accordance with the Subsidy Letter. In the event the Commencement expiration or termination of Construction of Building B3 has not occurred by the Third Commencement Deadline (subject to Unavoidable Delays and Section 8.6(d)(i)(IV) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (the “Building B3 Liquidated Damages”); provided, however, that notwithstanding anything contained to the contrary herein, any and all Building B3 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. The parties hereby acknowledge that in the event Interim Developer and Developer have paid the Building B14 Liquidated Damages, the reference to the “third Project Building” in this Section 8.6(d)(i)(III) shall actually refer to the construction of the second Project Building. Once Commencement of Construction of Building B3 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B3 until Substantial CompletionLease.” (iii) Section 8.6(d)(i)(IV) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “To the extent Interim Developer, or the applicable Tenant, is ready to Commence Construction of a Project Building and (1) such Project Building is required to contain Affordable Housing, either because it is being built as required by Section 8.6(d)(i)(I), Section 8.6(d)(i)(II) or Section 8.6(d)(i)(III), or because failure to include Affordable Housing in such Project Building would prevent Interim Developer or an applicable Tenant from being able to satisfy the Phase I Affordable Housing Commitment, and (2) Interim Developer (or the applicable Tenant) substantiates per the written notification identified in Section 8.8(d)(ii) hereof an Affordable Housing Subsidy Unavailability, the then applicable Deadline shall be extended by one (1) year; provided, however, that once Interim Developer (or the applicable Tenant) has utilized an Affordable Housing Subsidy Unavailability to extend a Deadline, such an extension shall not be available again with respect to such Deadline unless another Affordable Housing Subsidy Unavailability can be substantiated after the date which is one (1) year after the prior Affordable Housing Subsidy Unavailability was evidenced.” (iv) Section 8.6(d)(ii) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “For the avoidance of doubt, the deadline extensions provided for in this Section 8.6(d) apply only with respect to the Phase I Affordable Housing Commitment, Building B3 and Xxxxxxxx X00, and shall not affect or otherwise alter any obligation to construct the Urban Room or, subject to Section 8.8(g) hereof to Substantially Complete the Phase I Improvements by the Outside Phase I Substantial Completion Date, subject only to Unavoidable Delays.”

CONSTRUCTION OF BUILDINGS. (i) Section 8.6(d)(i)(II) of 7.1 The Seller shall cause the Development Agreement is hereby amended Scheme, including the Sections and restated in the Exclusive Use Area, to be erected and constructed, at its entirety to read as follows: “In addition to the requirements set forth in Section 8.6(d)(i)(I), Interim Developer and Developer shall be required to Commence Construction of a second Project Building known as Building B14 (“Building B14”) on Block 1129 by no later than December 31, 2014 (the “Second Commencement Deadline”), which such Building B14 shall be constructed own cost in accordance with the Subsidy LetterBuilding Plans and the Specifications to the extent that a Certificate of Completion shall be obtained from the Local Authority. 7.2 At least 5 (FIVE) days prior to the anticipated Occupation Date the Purchaser shall make all necessary arrangements with the Seller or its authorised representative for the convening of an on-site meeting at the Sections for the purposes of inspecting same and to arrange for the delivery and handing over of the keys of the Sections to the Purchaser on the anticipated Occupation Date. In At such meeting a written list of all patent defects shall be compiled and attached to a written Minute of the event Meeting all of which will be signed at the Commencement of Construction of Building B14 has not occurred Meeting by both Seller and Purchaser or their authorised representatives. The patent defects shall be repaired and completed by the Second Commencement Deadline Seller at its own cost within 30 (subject to Unavoidable Delays and Section 8.6(d)(i)(IVTHIRTY) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (days after the “Building B14 Liquidated Damages”); provided, however, that notwithstanding anything contained Occupation Date. The Seller's liability for patent defects relating to the contrary herein, any and all Building B14 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) Unit/s shall be paid restricted only to those specified in such written Minute. 7.3 The Seller undertakes and warrants to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. Once Commencement of Construction of Building B14 has occurred, Interim Developer and Developer shall, or shall cause the applicable Tenant to, diligently prosecute construction of Building B14 until Substantial Completion.” (ii) Section 8.6(d)(i)(III) of the Development Agreement is hereby amended and restated in its entirety to read as follows: “In addition to the requirements set forth in Sections 8.6(d)(i)(I) and 8.6(d)(i)(II), Interim Developer and Developer shall Commence Construction on the third Project Building known as Building B3 (“Building B3”) on the Arena Block by no later than June 30, 2015 (the “Third Commencement Deadline”), which such Building B3, together with Building B14, shall contain at least 590 Project Site Affordable Housing Units in the aggregate and shall be constructed in accordance with the Subsidy Letter. In the event the Commencement of Construction of Building B3 has not occurred by the Third Commencement Deadline (subject to Unavoidable Delays and Section 8.6(d)(i)(IV) hereof), ESD’s remedy will be as set forth in Section 17.2(a)(ii) and Section (I)(4) of Schedule 3 (the “Building B3 Liquidated Damages”); provided, however, that notwithstanding anything contained to the contrary herein, any and all Building B3 Liquidated Damages payable by or to ESDC pursuant to this Section 8.6(d)(i)(III) shall be paid to the New York City Housing Trust Fund, a fund administered by the NYC Department of Housing Preservation & Development. The parties hereby acknowledge Purchaser that in the event Interim Developer and Developer have paid of there being any roof leaks or latent defect in the Building B14 Liquidated DamagesUnit becoming apparent within 6 (SIX) months from the Occupation Date, the reference Seller shall remedy the same, provided that in the event of any substantial rains not falling during the aforesaid 6 (SIX) month period the period applicable to roof leaks shall be extended until such time as substantial rains have fallen. 7.4 The Seller shall remedy such roof leaks and latent defect only to the “third Project Building” in this Section 8.6(d)(i)(III) shall actually refer extent that these are brought to the construction attention of the second Project Building. Once Commencement Seller in writing, delivered by the Purchaser to the Seller within 6 (SIX) months of Construction the Occupation Date. 7.5 In the event of Building B3 has occurredthe Purchaser failing to timeously deliver a written list of defects, Interim Developer the Seller shall be absolved from all obligation or liabilities to attend to such defect or any repair or maintenance work related thereto. 7.6 Subject to the provisions of this clause the Unit is sold and Developer shallpurchased voetstoots and the Purchaser agrees to accept it as it stands and the Purchaser is presumed to be acquainted with the Unit hereby purchased, its nature, extent, boundaries, zoning and localities. 7.7 The undermentioned items are excluded from the above express or any implied warranty by the Seller, namely: 7.7.1 defects in the Section or the Development Scheme or any improvements thereon, inclusive inter alia of road works and boundary walls, attributable to any act of God or any shrinkage, heaving or expansion caused by abnormal ground or sub-surface conditions, or defects caused by fair wear and tear, negligence or misuse on the part of the Purchaser or any other person other than the Seller or its contractors, or due to any act or omission which does not involve the negligence of the Seller, it's contractors or agents; 7.7.2 inadequate or abnormal supplies of public utilities inclusive of low or variable electricity supplies, water main supplies or sewer reticulations which are substantially or partially attributable to the failure of the Local Authority or any other Authority who supplies such utilities to the property. 7.8 In the event that the Seller disputes it's liability to remedy any defect properly recorded hereunder, the Seller shall cause be entitled, on receipt of the applicable Tenant towritten list of alleged defects to submit same to the Architect defined as such under this Agreement and such Architect, diligently prosecute construction acting as expert, may decide and rule in writing on the nature and extent of Building B3 until Substantial Completionthe liability of the Seller to comply with such defect. The decision of such Architect, once delivered in writing, shall be final and binding on the parties.” (iii) Section 8.6(d)(i)(IV) 7.9 The Purchaser shall not be entitled to withhold the furnishing of any guarantee or payment of any deposit or other monies due or payable under this Agreement due to any alleged defect or delay or breach of warranty or undertaking by the Seller, or, pending the resolution of any dispute arising out of or in connection with this Agreement or pending the completion of the Unit or the Development. 7.10 The Purchaser shall not be entitled to give any instruction or work order directly to the building contractor or the Architect or anyone else engaged in the Development Scheme. The Purchaser shall not be entitled to enter upon the Development Scheme or the Unit without the prior written consent of the Seller who shall be entitled if it grants such consent, to specify compliance rules regarding safety and security on the building site of the Development Scheme. 7.11 The Purchaser records that it has acquired the Section and entered into this Agreement is hereby amended by virtue of an enquiry made by the Purchasers and restated in its entirety to read not as follows: “To a result of any direct marketing approach by either the extent Interim Developer, agent or the applicable Tenant, is ready Seller. 7.12 The Purchaser acknowledges that prior to Commence Construction signature of a Project Building and (1) such Project Building is required to contain Affordable Housing, either because it is being built as required this Agreement by Section 8.6(d)(i)(I), Section 8.6(d)(i)(II) or Section 8.6(d)(i)(III), or because failure to include Affordable Housing in such Project Building would prevent Interim Developer or an applicable Tenant from being able to satisfy the Phase I Affordable Housing Commitment, and (2) Interim Developer (or the applicable Tenant) substantiates per the written notification identified in Section 8.8(d)(ii) hereof an Affordable Housing Subsidy UnavailabilityPurchaser, the then applicable Deadline shall be extended content of this Agreement had been explained to it by one (1) year; provided, however, the Agent and the Agent had advised the Purchaser that once Interim Developer (or the applicable Tenant) has utilized an Affordable Housing Subsidy Unavailability Purchaser is entitled to extend a Deadline, such an extension shall not be available again with respect to such Deadline unless another Affordable Housing Subsidy Unavailability can be substantiated after contact the date which is one (1) year after the prior Affordable Housing Subsidy Unavailability was evidenced.” (iv) Section 8.6(d)(ii) Seller’s Conveyancer on telephone number 000- 0000000 and enquire from any of the Development practicing conveyancers and any staff members employed by the Seller’s Conveyancer, X X Xxxxxxx, as to the content of the Agreement is hereby amended and restated in its entirety to read as follows: “For obtain clarity of any of the avoidance of doubt, the deadline extensions provided for conditions contained in this Section 8.6(d) apply only with respect Agreement of Sale which may not have been clear to the Phase I Affordable Housing Commitment, Building B3 Purchaser and Xxxxxxxx X00, and shall not affect or otherwise alter any obligation which the Purchaser requires to construct have explained prior to having signed the Urban Room or, subject to Section 8.8(g) hereof to Substantially Complete the Phase I Improvements Agreement of Sale by the Outside Phase I Substantial Completion Date, subject only to Unavoidable DelaysPurchasers.” 7.13 The Purchaser has read and understands the contents of this Agreement and the annexures and accepts the same.