Common use of DRAFT Clause in Contracts

DRAFT. All dimensions, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject to modification without prior notice at the sole discretion of the Vendor in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoing, in the event that the Purchaser requires the air-conditioning unit to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect thereto.

DRAFT. All dimensions, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject If no appointment of a successor Escrow Agent or a temporary successor Escrow Agent shall have been made by the District pursuant to modification without prior the foregoing provisions of this Section within 60 days after written notice at the sole discretion of resignation of the Vendor in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage Escrow Agent has been given to the interior District, the holder of any of the DwellingRefunded Certificates or any retiring Escrow Agent may apply to any court of competent jurisdiction for the appointment of a successor Escrow Agent, and such court may thereupon, after such notice, if any, as it shall deem proper, appoint a successor Escrow Agent. No successor Escrow Agent shall be appointed unless such successor Escrow Agent shall be a corporation with trust powers authorized to do business in any schedules attached hereto the State of Missouri and organized under the banking laws of the United States or sales brochures the State of Missouri and other sales aides are conceptual only and are subject to modification without prior notice shall have at the sole discretion time of appointment capital and surplus of not less than $10,000,000. Every successor Escrow Agent appointed hereunder shall execute, acknowledge and deliver to its predecessor and to the District an instrument in writing accepting such appointment hereunder, and thereupon such successor Escrow Agent without any further act, deed or conveyance shall become fully vested with all the rights, immunities, powers, trusts, duties and obligations of its predecessor, but such predecessor shall, nevertheless, on the written request of such successor Escrow Agent or the District, execute and deliver an instrument transferring to such successor Escrow Agent all the estates, properties, rights, powers and trusts of such predecessor hereunder, and every predecessor Escrow Agent shall deliver all securities and money held by it to its successor. Should any transfer, assignment or instrument in writing from the District be required by any successor Escrow Agent for more fully and certainly vesting in such successor Escrow Agent the estates, rights, powers and duties hereby vested or intended to be vested in the predecessor Escrow Agent, any such transfer, assignment and instruments in writing shall, on request, be executed, acknowledged and delivered by the District. Any corporation into which the Escrow Agent, or any successor to it of the Vendor. The Purchaser acknowledges duties and agrees that attic hatches or access points responsibilities created by this Escrow Agreement, may be located within merged or converted or with which it or any location determined by successor to it may be consolidated, or any corporation resulting from any merger, conversion, consolidation or reorganization to which the Vendor in its sole discretionEscrow Agent or any successor to it may be a party, including without limitationshall, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior if satisfactory to the Closing. AccordinglyDistrict, be the Purchaser acknowledges that if successor Escrow Agent under this Escrow Agreement without the Agreement herein calls for execution or filing of any paper or any other act on the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account part of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoingparties hereto, in the event that the Purchaser requires the air-conditioning unit to be installed prior anything herein to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretocontrary notwithstanding.

DRAFT. All dimensionsNotwithstanding anything to the contrary contained in this Lease, specifications at any time and elevation renderings on sales brochures from time to time Lessee may mortgage, pledge and encumber its interests in this Lease and in any subleases, and assign this Lease and any subleases, licenses and other sales aides are artists' concepts only occupancy and are approximate and subject to modification without prior notice at the sole discretion of the Vendor in compliance with the Ontario Building Codeuse agreements as collateral security for such mortgage(s). The designation making of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown a leasehold mortgage (or not shownany other such assignment, as the case may bepledge or encumbrance) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled deemed to any holdback on account constitute a prohibited assignment of this Lease, or of the Purchase Price notwithstanding that leasehold estate hereby created, nor cause the air-conditioning unit is not installed holder of the leasehold mortgage (a “Mortgagee”) to be deemed an assignee of this Lease. Such Mortgagee (or its nominee) shall be deemed an assignee of this Lease only at such time it succeeds to the ClosingLessee’s interest in this Lease by foreclosure of any leasehold mortgage, or assignment in lieu of the foreclosure, or if it exercises or attempts to exercise any rights or privileges of Lessee under the Lease. Upon such succession such Mortgagee (or nominee) shall be bound by the terms of this Lease only with respect to obligations first arising after such succession and shall be released and relieved of all further liabilities and obligations under this Lease once it assigns its interest in this Lease. Notwithstanding the foregoing, Mortgagee or such successors shall be liable for all rent due under the Lease, and for curing any breaches or defaults which continue after the Mortgagee or such successor acquire Xxxxxx’s interest in the event that the Purchaser requires the air-conditioning unit to be installed prior this Lease. Notwithstanding anything to the Closingcontrary continued in this Lease, the Purchaser shall make written request therefor, such request any Mortgagee (or other person or entity) that succeeds to be received not later than 30 days prior to the Closing Lessee’s interest in this Lease by way of separate written request addressed foreclosure, assignment in lieu of foreclosure or the exercise of any other remedies relating to the Vendor’s solicitor enforcement of any leasehold mortgage may assign this Lease to any telecommunications company with assets in excess of One Hundred Million Dollars ($100,000,000) and upon such assignment, such assignee shall be released from all further liability under this Lease; provided, however, that the provisions hereof shall become null and void upon such assignment. When used in this Lease, “mortgage” shall include whatever security instruments are used in the locality of the Premises, such as, without limitation, mortgages, deeds of trust, security deeds, and conditional deeds, as well as financing statements, security agreements, and other documentation required pursuant to the Uniform Commercial Code or successor or similar legislation. If a Mortgagee shall send to Lessor and its counsel a true copy of the leasehold mortgage, together with written notice specifying the name and address of the Mortgagee and the Purchaser acknowledges pertinent recording data with respect to such leasehold mortgage, Lessor agrees that the Purchaser following provisions shall assume all liability apply to such mortgage so long as the leasehold mortgage has not been released by the Mortgagee: There shall be no cancellation, surrender or modification of this Lease by Xxxxxx and Xxxxxx without the prior consent in writing of each Mortgagee. If the leasehold interest under this Lease shall ever be held by the same person or party who then holds the reversionary interest under this Lease, no merger shall result therefrom and both the leasehold and reversionary interests shall continue. DRAFT Lessor shall, upon serving Lessee with any notice of default or other notice provided for in this Lease, simultaneously serve a copy of such notice upon the air-conditioning unit Mortgagee and no such notice to Lessee shall be effective unless a copy of such notice is so served on the Mortgagee. Upon receipt of such notice the mortgagee shall have the same period, after and commencing upon receipt of such notice, to elect (in its sole discretion) to remedy or cause to be remedied the event that it is stolen after its installation prior to defaults complained of, and Xxxxxx shall accept such performance as if the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretohad been done by Xxxxxx.

DRAFT. All dimensionsA Bank Bondowner shall decide whether to sell any Liquidity Provider Bonds owned by it to any Purchaser and shall give notice of such decision to the City and the Remarketing Agent by 2:00 p.m. on the Business Day preceding the Sale Date. In the event such notice is not timely delivered by a Bank Bondowner, specifications and elevation renderings such Bank Bondowner shall be deemed to have determined to sell such Liquidity Provider Bonds to a Purchaser on sales brochures and other sales aides are artists' concepts only and are approximate and the Sale Date (subject to modification without prior notice receipt by it of the funds called for by the next following sentence). If a Bank Bondowner determines or is deemed to have determined to sell such Liquidity Provider Bonds to a Purchaser, such Bank Bondowner shall deliver such Liquidity Provider Bonds to the Paying Agent/Registrar (or, in the case of Liquidity Provider Bonds which are Book Entry Bonds, shall cause the beneficial ownership thereof to be credited to the account of the Remarketing Agent at DTC) by 10:00 a.m. on the Sale Date against receipt of the Sale Price therefor in immediately available funds in the Purchase Fund or at the sole discretion of Bank Bondowner’s address listed in the Vendor in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined registration records kept by the Vendor Paying Agent/Registrar, and such Liquidity Provider Bonds shall thereupon no longer be considered Liquidity Provider Bonds; as provided in its sole discretionthe Ordinance, including without limitation, within any hallway, room, closet or interior wallsuch Liquidity Provider Bonds shall be deemed to have been delivered and such Bonds shall no longer be considered Liquidity Provider Bonds. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located When Liquidity Provider Bonds are purchased in accordance with approved plans and/or good construction practice this subsection (h), the Paying Agent/Registrar shall, upon receipt of such Liquidity Provider Bonds and may result in room size or garage size reduction caused upon receipt by such Bank Bondowner of the mechanicals being installedSale Price, notify the City that such Bonds are no longer Liquidity Provider Bonds. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced Any sale of a high rate of theft of air- conditioning units when they are installed prior Liquidity Provider Bond pursuant to this subsection (h) shall be without recourse to the Closingseller and without representation or warranty of any kind. AccordinglyIf a Bank Bondowner notifies the Paying Agent/Registrar and the Remarketing Agent, as provided in the first sentence of this subsection (h), that it will not sell its Liquidity Provider Bonds, the Purchaser acknowledges that if Paying Agent/Registrar shall notify the Agreement herein calls for the Vendor to install an air-conditioning unitCity, the Vendor has Remarketing Agent, the right to install Bank and such Bank Bondowner that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account as of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoingSale Date such Bond or Bonds shall no longer constitute Liquidity Provider Bonds, in the event that the Purchaser requires the air-conditioning unit and such Bonds shall be deemed to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor have been remarketed and no longer constitute Liquidity Provider Bonds and the Purchaser acknowledges that Available Amount of the Purchaser Letter of Credit shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoappropriately increased.

DRAFT. All dimensionsIn the event that during any Fiscal Year, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject to modification without prior notice at the sole discretion of the Vendor any Additional Rentals shall become due which were not included in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoingduly enacted appropriation resolution then, in the event that moneys are not specifically budgeted and appropriated to pay such Additional Rentals within 45 days [(or longer, as may be approved by the Purchaser requires the air-conditioning unit to be installed prior Insurer)] subsequent to the Closingdate upon which such Additional Rentals are due, an Event of Nonappropriation shall be deemed to have occurred, upon notice by the Trustee to the County to such effect (subject to waiver by the Trustee as hereinbefore provided). Notwithstanding any provision to the contrary herein, if an Event of Nonappropriation occurs, the Purchaser County’s rights of possession of the Leased Property under this Lease shall make written request thereforterminate at the end of the last day of the Fiscal Year for which this Lease shall be in effect, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor County shall not be obliged obligated to replace same nor make payment of the Base Rentals, Additional Rentals or any other payments provided for herein which accrue after the end of the last day of the Fiscal Year for which this Lease shall there be in effect; provided, however, that, subject to the limitations of Sections 6.01 and 14.03 hereof, the County shall continue to be liable for Base Rentals and Additional Rentals allocable to any adjustment period during which the County shall continue to occupy, use or retain possession of the Leased Property, beginning with the first day of the Fiscal Year in respect of which the Event of Nonappropriation occurs. The County shall in all events vacate or surrender possession of the Leased Property by the 10th Business Day of the Fiscal Year in respect of which the Event of Nonappropriation has occurred. The Trustee shall, upon the occurrence of an Event of Nonappropriation, be entitled to all moneys then on hand and being held in the Purchase Price accounts within all funds created under the Indenture, including the Reserve Fund, for the benefit of the Owners. After the 10th Business Day of the Fiscal Year in respect of which an Event of Nonappropriation has occurred, the Trustee may[, with respect theretothe written consent of the Insurer, and shall, at the written direction of the Insurer,] proceed to exercise all or any Lease Remedies. All property, funds and rights acquired by the Trustee upon the termination of this Lease by reason of an Event of Nonappropriation as provided herein, less any moneys due and owing to the Trustee, shall be held by the Trustee for the benefit of the Owners as set forth in the Indenture. [Upon the occurrence of an Event of Nonappropriation, the Trustee shall immediately give notice of such occurrence to the Insurer.]

DRAFT. All dimensions, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject The Corporation shall give written notice to modification without prior notice at the sole discretion Trustee of its selection of the Vendor Series and maturity payment of which shall be made in compliance accordance with this Section. The Trustee shall select the Bonds of like Series and maturity payment of which shall be made in accordance with this Section in the manner provided in Section 4.04 hereof. Neither the Defeasance Securities nor money deposited with the Ontario Building Code. The designation of door swingsTrustee pursuant to this Section nor principal or interest payments on any such Defeasance Securities shall be withdrawn or used for any purpose other than, including entrance doors and doors from shall be held in trust for, the garage to the interior payment of the Dwellingprincipal, Sinking Fund Installments, if any, or Redemption Price, if applicable, of and interest on said Bonds; provided, however, that any money received from such principal or interest payments on such Defeasance Securities deposited with the Trustee, if not then needed for such purpose, shall, to the extent practicable, be reinvested in any schedules attached hereto Defeasance Securities maturing at times and in amounts sufficient to pay when due the principal, Sinking Fund Installments, if any, or sales brochures Redemption Price, if applicable, of and other sales aides are conceptual only interest to become due on said Bonds on and are subject prior to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches such redemption date or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shownmaturity date hereof, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size . Any income or garage size reduction caused interest earned by, or increment to, the investment of any such money so deposited, shall, to the extent certified by the mechanicals being installed. The Purchaser acknowledges being advised Trustee to be in excess of the amounts required hereinabove to pay the principal, Sinking Fund Installments, if any, or Redemption Price, if applicable, of and interest on such Bonds, as realized, be paid by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior Trustee as follows: First, to the Closing. AccordinglyArbitrage Rebate Fund, the Purchaser acknowledges that if the Agreement herein calls for the Vendor amount required to install an air-conditioning unit, the Vendor has the right to install that unit, be deposited therein in accordance with the Agreementdirection of an Authorized Officer of the Corporation; second, within 7 days after to each Provider the ClosingProvider Payments which have not been repaid, weather permittingpro rata, based upon the respective Provider Payments then unpaid to each Provider; and, then, the balance thereof to the Corporation. The Purchaser money so paid by the Trustee shall not be entitled to released of any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoingtrust, in the event that the Purchaser requires the air-conditioning unit to be installed prior to the Closingpledge, the Purchaser shall make written request thereforlien, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoencumbrance or security interest created hereby.

DRAFT. All dimensions, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject to modification without prior notice at the sole discretion If more than thirty percent (30%) of the Vendor in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage to the interior area of the DwellingPremises shall be taken or appropriated under the power of eminent domain or conveyed in lieu thereof, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has Tenant shall have the right to install terminate this Lease at its option. If any part of the Building shall be taken or appropriated under power of eminent domain or conveyed in lieu thereof and such taking is so extensive that unitit renders the remaining portion of the Building unsuitable for the use being made of the Building on the date immediately preceding such taking, Landlord may terminate this Lease at its option. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any income, rent, award or any interest therein which may be paid in accordance connection with the Agreementexercise of such power of eminent domain, within 7 days after and Tenant shall have no claim against Landlord or the Closingcondemning authority for any part of sum paid by virtue of such proceedings, weather permittingwhether or not attributable to the value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following: (i) the then unamortized cost of any Alterations or tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the value of Tenant’s trade fixtures; (iii) Tenant’s relocation costs; and (iv) Tenant’s goodwill, loss of business and business interruption. The Purchaser If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord shall not be entitled required to repair or restore any holdback injury or damage to the property of Tenant or to make any repairs or restoration of any Alterations installed on account the Premises by or at the expense of Tenant. Thereafter, the Rent to be paid under this Lease for the remainder of the Purchase Price notwithstanding Term shall be proportionately reduced, such that thereafter the air-conditioning unit is amounts to be paid by Tenant shall be in the ratio that they are of the portion of the Premises not installed at so taken bears to the Closingtotal area of the Premises prior to such taking. Notwithstanding anything to the foregoingcontrary contained in this ARTICLE 24, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Term; in the event of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which represents compensation for the use or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration of the Premises and the use and occupancy of the Premises after the end of the Term. If such temporary taking is for a period longer than one hundred eighty (180) days and unreasonably interferes with Tenant’s use of the Premises, then Tenant shall have the right to terminate this Lease. Landlord and Tenant understand and agree that the Purchaser requires provisions of this ARTICLE 24 are intended to govern fully the air-conditioning unit to be installed prior to rights and obligations of the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit parties in the event that it is stolen after its installation prior to of a Taking of all or any portion of the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoPremises.

DRAFT. All dimensionsThe deposit monies are expressly deemed to be deposit monies only, specifications and elevation renderings not partial payments. Default in payment of any amount payable pursuant to this Agreement on sales brochures the date or within the time specified, shall constitute substantial default hereunder, and other sales aides are artists' concepts only the Vendor shall have the right to terminate this Agreement and are approximate forfeit all deposit monies in full as liquidated damages and subject not as a penalty. Without prejudice to modification without prior notice at the sole discretion Vendor's rights as to forfeiture of deposit monies as aforesaid, and in addition thereto, the Vendor shall have the right to recover from the Purchaser any monies owing to the Vendor pursuant to this Agreement and not paid to the Vendor in compliance accordance with the Ontario Building Codeterms hereof and/or all additional costs, losses and damages arising out of default on the part of the Purchaser pursuant to any provision contained in this Agreement, including interest thereon from the date of demand for payment at the rate of 24% per annum, calculated daily, not in advance, until paid. In the event this Agreement, in future, is amended in order to accelerate the Closing of the transaction or to change or alter the construction specifications of the Dwelling by giving the Purchaser a credit or reduction against the Purchase Price and the Purchaser fails to complete the transaction, all damages shall be assessed as if such amendment was not entered into. In the event any one or more of the provisions of this Agreement or any portion or portions thereof are invalid or unenforceable, the same shall be deemed to be deleted herefrom and shall not be deemed to affect the enforceability or validity of the balance of this Agreement. The designation of door swings, including entrance doors and doors from the garage to the interior of the DwellingPurchaser, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of required by the Vendor, shall execute and deliver on Closing one or more covenants incorporating the terms hereof. There is no representation, warranty, collateral Agreement or condition affecting this Agreement or the Property, or supported hereby, except as set forth herein in writing. In the event there is a conflict between any term(s) in this Agreement, the Vendor shall determine which conflicting term(s) prevail(s). The Purchaser acknowledges and agrees that attic hatches the covenants and obligations of the Vendor contained in this Agreement shall be those of the Vendor only and should the Vendor represent or access points may act as trustee or agent on behalf of a beneficiary or principal (whether disclosed or undisclosed) in executing this Agreement, such beneficiary or principal shall have no liability under this Agreement, such liability being restricted to the Vendor only. All buildings and equipment shall be located within and remain at the Vendor's risk until Closing. In the event of any location determined damage to the Dwelling, however caused, the Vendor shall be entitled to the insurance proceeds payable under any insurance policy coverage on the Dwelling. Deed to be prepared at Vendor's expense, and shall be executed by the Purchaser if required by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not and shall be as shown (or not shown, as registered forthwith on Closing at the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permittingPurchaser's expense. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoing, in the event that the Purchaser requires the air-conditioning unit to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to pay the Vendor’s solicitor solicitor’s fees in the amount of $500.00 (plus Applicable Taxes and disbursements) for each letter or other form of notice sent to the Purchaser acknowledges that or the Purchaser shall assume all liability for Purchaser’s solicitor relating to any default by the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoPurchaser.

DRAFT. All dimensionsThe Borrower represents that as of the date hereof the Adjusted Fair Market Value of Account Collateral (as defined below) is not less than $400,000. The Borrower shall (i) as of each February 1 and August 1 from and after the Minimum Balance Compliance Date (as defined below), specifications cause the Adjusted Fair Market Value of Account Collateral to be no less than the Minimum Balance (as defined below); (ii) not permit waste or loss of identity of the Account Collateral; (iii) keep the Account and elevation renderings on sales brochures the Account Collateral free from all liens, executions, attachments, claims, encumbrances and security interests (other than Permitted Liens); (iv) defend the Account and the Account Collateral against all claims and legal proceedings by persons at any time claiming rights in or to the Account or the Account Collateral or any interest concerning the Account or the Account Collateral that is adverse to Secured Party or any holder of a Permitted Lien; and (v) pay and discharge when due all taxes, levies, and other sales aides are artists' concepts only charges or fees upon the Account or the Account Collateral except for payment of taxes contested by Borrower in good faith by appropriate proceedings so long as no levy or lien has been imposed upon the Account or the Account Collateral and are approximate and subject to modification without prior further provided that Borrower gives Secured Party notice at the sole discretion of the Vendor in compliance with the Ontario Building Codeeach such proceeding. The designation For purposes of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoing, (A) “Adjusted Fair Market Value of Account Collateral” means as of any date of determination, the fair market value of Account Collateral as of the close of business on such date as determined by [_Bernstein_], less the sum on such date of all indebtedness (other than indebtedness owed to the Secured Party) secured by Permitted Liens; (B) “Minimum Balance” means as of any date of determination, the Adjusted Fair Market of Account Collateral required to be on deposit in the event that Account as set forth in the Purchaser requires table attached hereto as Exhibit A; and (C) “Minimum Balance Compliance Date” means the air-conditioning unit earlier of [February 1, 2017] or the date the transfers required to be installed prior made from the Big Stone Account (defined below) under Section 2.3 below are sufficient to cause the ClosingAdjusted Fair Market Value of Account Collateral to be no less than the Minimum Balance. If, as of any February 1 or August 1 after the Minimum Balance Compliance Date, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to difference of the Closing by way of separate written request addressed to the Vendor’s solicitor Minimum Balance and the Purchaser acknowledges that Adjusted Fair Market Value of Account Collateral is greater than zero (such amount, the Purchaser “Deficiency”), within business days thereafter, Borrower shall assume all liability for the air-conditioning unit deposit in the event that it is stolen after its installation prior to Account, cash in an amount not less than the Closing Deficiency, and the Vendor failure of Borrower to do so shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoan event of default.

DRAFT. All dimensionsA Bank Bondowner shall decide whether to sell any Liquidity Provider Bonds owned by it to any Purchaser and shall give notice of such decision to the City and the Remarketing Agent by 2:00 p.m. on the Business Day preceding the Sale Date. In the event such notice is not timely delivered by a Bank Bondowner, specifications and elevation renderings such Bank Bondowner shall be deemed to have determined to sell such Liquidity Provider Bonds to a Purchaser on sales brochures and other sales aides are artists' concepts only and are approximate and the Sale Date (subject to modification without prior notice receipt by it of the funds called for by the next following sentence). If a Bank Bondowner determines or is deemed to have determined to sell such Liquidity Provider Bonds to a Purchaser, such Bank Bondowner shall deliver such Liquidity Provider Bonds to the Paying Agent/Registrar (or, in the case of Liquidity Provider Bonds which are Book Entry Bonds, shall cause the beneficial ownership thereof to be credited to the account of the Remarketing Agent at DTC) by 10:00 a.m. on the Sale Date against receipt of the Sale Price therefor in immediately available funds in the Bond Fund or at the sole discretion of Bank Bondowner’s address listed in the Vendor in compliance with the Ontario Building Code. The designation of door swings, including entrance doors and doors from the garage to the interior of the Dwelling, if any, in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined registration records kept by the Vendor Paying Agent/Registrar, and such Liquidity Provider Bonds shall thereupon no longer be considered Liquidity Provider Bonds; and as provided in its sole discretionthe Ordinance, including without limitation, within any hallway, room, closet or interior wallsuch Liquidity Provider Bonds shall be deemed to have been delivered and such Bonds shall no longer be considered Liquidity Provider Bonds. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located When Liquidity Provider Bonds are purchased in accordance with approved plans and/or good construction practice this subsection (h), the Paying Agent/Registrar shall, upon receipt of such Liquidity Provider Bonds and may result in room size or garage size reduction caused upon receipt by such Bank Bondowner of the mechanicals being installedSale Price, notify the City that such Bonds are no longer Liquidity Provider Bonds. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced Any sale of a high rate of theft of air- conditioning units when they are installed prior Liquidity Provider Bond pursuant to this subsection (h) shall be without recourse to the Closingseller and without representation or warranty of any kind. AccordinglyIf a Bank Bondowner notifies the Paying Agent/Registrar and the Remarketing Agent, as provided in the first sentence of this subsection (h), that it will not sell its Liquidity Provider Bonds, the Purchaser acknowledges that if Paying Agent/Registrar shall notify the Agreement herein calls for the Vendor to install an air-conditioning unitCity, the Vendor has Remarketing Agent, the right to install Bank and such Bank Bondowner that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account as of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoingSale Date such Bond or Bonds shall no longer constitute Liquidity Provider Bonds, in the event that the Purchaser requires the air-conditioning unit and such Bonds shall be deemed to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor have been remarketed and no longer constitute Liquidity Provider Bonds and the Purchaser acknowledges that Available Amount of the Purchaser Letter of Credit shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretoappropriately increased.

DRAFT. For the scope of services, please refer to the attached proposal from Cranston Engineering Group, P.C., which includes the fee schedule for service tasks. The CITY shall compensate the CONSULTANT for services, which have been authorized by the CITY under the terms of this Agreement. DRAFT The CONSULTANT may submit to the CITY a monthly invoice, in a form acceptable to the CITY and accompanied by all support documentation requested by the CITY, for payment for the services, which were completed during the billing period. The CITY shall review for approval said invoices. The CITY shall have the right to reject payment of any invoice or part thereof if not properly supported, or if the costs requested or a part thereof, as determined solely by the CITY, are unreasonably in excess of the actual phase of completion of each phase. The CITY shall pay each such invoice or portion thereof as approved, provided that the approval or payment of any such invoice shall not considered to be evidence of performance by the CONSULTANT to the point indicted by such invoice, or of receipt of acceptance by the CITY of the service covered by such invoice. The CITY shall pay any undisputed items contained in such invoices. Each invoice shall be accompanied by a letter progress report describing the total work accomplished for each phase and any problems, which have been encountered, which may inhibit execution of the work. The CONSULTANT shall also submit an accurate updated schedule, and an itemized description of the percentage of total work completed for each phase during the billing period. When the CITY authorizes the CONSULTANT to proceed with the work authorized in a Task Order, it agrees to pay the CONSULTANT for work completed, on the basis of the standard billing rates shown in Attachment B to the Contract of those principals and employees engaged directly on the work. Compensation for design services shall be invoices based on the sum of all actual costs incurred in the performance of the work, including all direct, payroll, overall and profit cost in an amount not-to-exceed the compensation set forth in the terms of the Agreement or any authorized Task Order. All dimensionsinvoices submitted by the CONSULTANT shall be detailed to reflect incurred expenses, specifications labor hours and elevation renderings on sales brochures and other sales aides are artists' concepts only and are approximate and subject to modification without prior notice costs by authorized Task. Overtime may be performed at the sole discretion of the Vendor in compliance with CONSULTANT, but the Ontario Building Code. The designation premium time portion of door swings, including entrance doors and doors from the garage overtime will not be billed to the interior CITY unless the CONSULTANT has requested acceleration of the Dwelling, if any, scheduled work in any schedules attached hereto or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion of the Vendor. The Purchaser acknowledges and agrees that attic hatches or access points may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wall. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoing, in the event that the Purchaser requires the air-conditioning unit to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect theretowriting.

DRAFT. All dimensionsThe Landlord giving notice to the Tenant, specifications and elevation renderings on sales brochures and other sales aides are artists' concepts which is only and are approximate and subject to modification without prior notice at the sole discretion possible using one of the Vendor 18 grounds for eviction set out in compliance with schedule 3 of the Ontario Building CodeAct. This can happen either: - By the Landlord giving the Tenant a Notice to Leave stating one or more of the eviction grounds, and the Tenant choosing to leave. In this case, the tenancy will come to an end on the day specified in the Notice to Leave, or the day on which the Tenant actually leaves the Let Property, whichever is the later. or: - By the Landlord giving the Tenant a Notice to Leave stating one or more of the eviction grounds and then, if the Tenant chooses not to leave on the day after the notice period expires, subsequently obtaining an eviction order from the Tribunal on the stated eviction ground(s). In this case, the tenancy will come to an end on the date specified in the eviction order. The designation Landlord can bring the tenancy to an end only if one of door swingsthe 18 grounds for eviction apply. If the Landlord serves a Notice to Leave on the Tenant, including entrance doors he or she must specify which eviction ground(s) is being used and doors from give the garage reasons why they believe this eviction ground applies. This may be applicable should the tenant breach this agreement. If the Landlord applies to the interior Tribunal for an eviction order, the Tribunal will ask the Landlord to provide supporting evidence for any eviction ground(s) being used. The amount of notice a Landlord must give the Tenant will depend on which eviction ground is being used by the Landlord and how long the Tenant has lived in the Let Property. The Landlord must give the Tenant at least 28 days’ notice if, on the day the Tenant receives the Notice to Leave, the Tenant has been entitled to occupy the Let Property for six months or less, or if the eviction ground (or grounds) that the Landlord is stating is one or more of the Dwelling, if any, following: The Tenant: • Is not occupying the Let Property as his or her only or principal home • Has breached the tenancy agreement • Is in any schedules attached hereto rent arrears for three or sales brochures and other sales aides are conceptual only and are subject to modification without prior notice at the sole discretion more consecutive months • Has a relevant criminal conviction • Has engaged in relevant antisocial behaviour • Has associated with a person who has a relevant conviction or has engaged in antisocial behaviour • Is in breach of the Vendorcontents set out in Section 17 or other relevant clauses DRAFT The Landlord must give the Tenant at least 84 days’ notice if, on the date the Tenant receives the Notice to Leave, the Tenant has been entitled to occupy the Let Property for over six months and the Notice to Leave does not rely exclusively on one (or more) of the eviction grounds already mentioned in this paragraph. The Purchaser acknowledges Landlord must secure repossession only by lawful means and agrees that attic hatches or access points must comply with all relevant legislation affecting private residential tenancies. SCHEDULE 3 TO THE ACT – EVICTION GROUNDS Schedule 3 sets out the 18 grounds under which a Landlord may be located within any location determined by the Vendor in its sole discretion, including without limitation, within any hallway, room, closet or interior wallseek eviction. The location of mechanical installations may not be as shown (or not shown, as the case may be) on sales documentation and will be located in accordance with approved plans and/or good construction practice and may result in room size or garage size reduction caused by the mechanicals being installed. The Purchaser acknowledges being advised by the Vendor that the Vendor has experienced a high rate of theft of air- conditioning units when they are installed prior to the Closing. Accordingly, the Purchaser acknowledges that if the Agreement herein calls for the Vendor to install an air-conditioning unit, the Vendor has the right to install that unit, in accordance with the Agreement, within 7 days after the Closing, weather permitting. The Purchaser shall not be entitled to any holdback on account of the Purchase Price notwithstanding that the air-conditioning unit is not installed at the Closing. Notwithstanding the foregoing, in the event that the Purchaser requires the air-conditioning unit to be installed prior to the Closing, the Purchaser shall make written request therefor, such request to be received not later than 30 days prior to the Closing by way of separate written request addressed to the Vendor’s solicitor and the Purchaser acknowledges that the Purchaser shall assume all liability for the air-conditioning unit in the event that it is stolen after its installation prior to the Closing and the Vendor shall not be obliged to replace same nor shall there be any adjustment in the Purchase Price with respect thereto.COPY