Common use of Encumbrances Arising After the Effective Date Clause in Contracts

Encumbrances Arising After the Effective Date. The Sellers agree not to create or subject any Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing), without the prior written consent of the Purchaser. Any New Encumbrance that a Seller creates or subjects a Property to after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of an Encumbrance (other than a Seller-Created Encumbrance) that was not disclosed by any of the Title Commitments or revisions thereof prior to the Effective Date (a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its objection within ten (10) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten (10) days of Purchaser’s objection notice (the “Seller Response Period”), as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a Seller elects in writing to attempt to Cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.

Encumbrances Arising After the Effective Date. The Sellers agree not to create or subject any Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing)Date, without the prior written consent of the Purchaser. Any New Encumbrance that a Seller creates or subjects a Property to after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of that an Encumbrance (other than has arisen after the Effective Date, or if an update of title with respect to a Seller-Created Encumbrance) that was not disclosed by any of Property after the Title Commitments or revisions thereof Effective Date reveals an Encumbrance prior to the Effective Date but not previously disclosed in a Title Commitment (in either case, a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its objection within ten five (105) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten five (105) days Business Days of Purchaser’s objection notice (the “Seller Response Period”)notice, as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a such Seller elects in writing to attempt declines to Cure such New Encumbrance, then the following shall apply: (a) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and any Seller has declined to Cure, does not exceed $500,000, then such New Encumbrance shall be a Permitted Exception; (b) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and which any Seller has declined to Cure, exceeds $500,000, then Purchaser shall be entitled to terminate this Agreement; and (c) if such Seller agrees to cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3clause (b) of the preceding sentence, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.

Encumbrances Arising After the Effective Date. The Sellers agree Seller agrees not to create or subject any the Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing)Date, without the prior written consent of the Purchaser. Any New If either Seller or Purchaser becomes aware that an Encumbrance that a Seller creates has arisen after the Effective Date, or subjects a Property to if an update of title after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of reveals an Encumbrance (other than a Seller-Created Encumbrance) that was not disclosed by any of the Title Commitments or revisions thereof prior to the Effective Date but not previously disclosed in the Title Commitment (in either case, a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its objection within ten five (105) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten five (105) days Business Days of Purchaser’s objection notice (the “Seller Response Period”)notice, as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a Seller elects in writing to attempt declines to Cure such New Encumbrance, then the following shall apply: (a) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and Seller has declined to Cure, does not exceed $500,000, then such New Encumbrance shall be a Permitted Exception; (b) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and which Seller has declined to Cure, exceeds $500,000, then Purchaser shall be entitled to terminate this Agreement; and (c) if Seller agrees to cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3clause (b) of the preceding sentence, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.

Encumbrances Arising After the Effective Date. The Sellers agree not to create or subject any Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing)Date, without the prior written consent of the Purchaser. Any New Encumbrance that a Seller creates or subjects a Property to after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of that an Encumbrance (other than has arisen after the Effective Date, or if an update of title with respect to a Seller-Created Encumbrance) that was not disclosed by any of Property after the Title Commitments or revisions thereof Effective Date reveals an Encumbrance prior to the Effective Date but not previously disclosed in a Title Commitment (in either case, a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its objection within ten five (105) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten five (105) days Business Days of Purchaser’s objection notice (the “Seller Response Period”)notice, as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a such Seller elects in writing to attempt declines to Cure such New Encumbrance, then the following shall apply: (a) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and any Seller has declined to Cure, does not exceed $500,000, then such New Encumbrance shall be a Permitted Exception; (b) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and which any Seller has declined to Cure, exceeds $500,000, then Purchaser shall be entitled to terminate this Agreement; and (c) if such Seller agrees to cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3clause WRIT Industrial V (b) of the preceding sentence, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.

Encumbrances Arising After the Effective Date. The Sellers agree not to create or subject any Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing)Date, without the prior written consent of the Purchaser. Any New Encumbrance that a Seller creates or subjects a Property to after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of that an Encumbrance (other than has arisen after the Effective Date, or if an update of title with respect to a Seller-Created Encumbrance) that was not disclosed by any of Property after the Title Commitments or revisions thereof Effective Date reveals an Encumbrance prior to the Effective Date but not previously disclosed in a Title Commitment (in either case, a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its WRIT Industrial II objection within ten five (105) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten five (105) days Business Days of Purchaser’s objection notice (the “Seller Response Period”)notice, as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a such Seller elects in writing to attempt declines to Cure such New Encumbrance, then the following shall apply: (a) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and any Seller has declined to Cure, does not exceed $500,000, then such New Encumbrance shall be a Permitted Exception; (b) if the cost to Cure such New Encumbrance, together with the cost to Cure all other New Encumbrances to which Purchaser has timely objected and which any Seller has declined to Cure, exceeds $500,000, then Purchaser shall be entitled to terminate this Agreement; and (c) if such Seller agrees to cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3clause (b) of the preceding sentence, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.

Encumbrances Arising After the Effective Date. The Sellers agree Seller agrees not to create or subject any the Property to any Encumbrance after the Effective Date (other than Encumbrances that are Cured at or prior to Closing), without the prior written consent of the Purchaser. Any New Encumbrance that a Seller creates or subjects a the Property to after the Effective Date and prior to Closing is referred to herein as a “Seller-Created Encumbrance”). Seller-Created Encumbrances are not Permitted Exceptions. If after the Effective Date either a Seller or Purchaser first becomes aware of an Encumbrance (other than a Seller-Created Encumbrance) that was not disclosed by any of the Title Commitments Commitment or revisions thereof prior to the Effective Date (a “New Encumbrance”), Purchaser or such Seller, as applicable, shall promptly give notice to the other of such New Encumbrance. If Purchaser objects to such New Encumbrance, Purchaser shall give notice to such Seller of its objection within ten (10) Business Days after discovering such New Encumbrance or receiving notice of such New Encumbrance pursuant to the preceding sentence. If Purchaser does not timely object to it, such New Encumbrance shall be a Permitted Exception. If Purchaser timely objects to such New Encumbrance, such Seller shall give notice to Purchaser, within ten (10) days of Purchaser’s objection notice (the “Seller Response Period”), as to whether such Seller agrees to attempt to Cure such New Encumbrance. If a Seller elects in writing to attempt to Cure a New Encumbrance to which Purchaser timely objects pursuant to this Section 4.1.3, such Seller shall use commercially reasonable efforts to Cure such New Encumbrance at or before Closing (provided however, the Closing may be extended for such reasonable time as may be necessary to Cure such New Encumbrance, not to exceed an additional sixty (60) days), and such New Encumbrance shall not be a Permitted Exception. If such Seller declines to attempt to Cure such New Encumbrance or fails to respond to Purchaser’s notice of the same within the Seller Response Period, then Purchaser shall be entitled to terminate this Agreement by written notice to Seller given not more than five (5) days after expiration of the Seller Response Period. If Purchaser does not terminate this Agreement by written notice to Seller within such five (5) day period, then Purchaser shall be deemed to have elected to proceed with Closing, Purchaser shall not have any right to terminate this Agreement on account of such New Encumbrance, and such New Encumbrance shall be a Permitted Exception. If the Sellers fail to Cure all Seller-Created Encumbrances prior to or at Closing, then Purchaser shall have the remedies, if any, set forth in Article 9 as a result of such failure. If Purchaser terminates this Agreement pursuant to this Section 4.1.3, the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement.