Common use of Housing Assistance Program Vouchers Clause in Contracts

Housing Assistance Program Vouchers. The terms of this Section 4.10 apply only to the Chimneys of Cradlerock Property and the Lazy Hollow Property. Purchaser acknowledges that the HAP Voucher Contract(s) require(s) the satisfaction by Purchaser of certain requirements as set forth therein and established by the local housing authorities (collectively, the “Housing Authority”) to allow for the HAP Voucher Assumption. Purchaser agrees that, at the Closing, either (a) Purchaser shall assume all obligations under the HAP Voucher Contracts and accept title to the applicable Property subject to the same, or (b) the existing HAP Voucher Contracts shall be terminated, and Purchaser shall enter into replacement HAP Voucher Contracts which are acceptable to the Housing Authority (collectively, the foregoing (a) and (b) referred to herein as the "HAP Voucher Assumption"). Purchaser shall indemnify and hold the Seller of the Chimneys of Cradlerock Property and the Seller of the Lazy Hollow Property and the Seller’s Indemnified Parties of such Seller harmless from and against any and all claims, losses, damages, and expenses (including reasonable attorneys’ fees) that may be incurred by any of such Seller and/or any of such Seller’s Indemnified Parties from and after the Closing Date, in connection with Purchaser’s assumption of the HAP Voucher Contracts or the failure of Purchaser to enter into a replacement HAP Voucher Contracts as aforesaid. The terms and provisions of this Section 4.10 shall survive the Closing.

Housing Assistance Program Vouchers. The terms Purchaser recognizes and agrees that the Property is and may become the subject of this one or more Housing Assistance Payment voucher (tenant based) contracts (collectively, the “HAP Contracts”), which regulate Section 4.10 apply only 8 payments to the Chimneys of Cradlerock Property and the Lazy Hollow Property. Purchaser acknowledges that the HAP Voucher Contract(s) require(s) the satisfaction by Purchaser of certain requirements as set forth therein and established under existing vouchers administered by the local housing authorities (collectively, the “Housing Authority”) ). Within 5 calendar days after the Effective Date, Seller agrees to allow for deliver or make available to Purchaser as part of the Materials, copies of the HAP Voucher AssumptionContracts which are in Seller’s possession or reasonable control (subject to Section 3.5.2). Purchaser agrees that, at the At Closing, Purchaser either (a) Purchaser shall assume all obligations under the HAP Voucher Contracts and accept title to the applicable Property subject to the same, or (b) the existing HAP Voucher Contracts shall be terminated, and Purchaser shall enter into replacement HAP Voucher Contracts Housing Assistance Payment contracts which are acceptable to the Housing Authority (collectively, the foregoing either (a) and or (b) referred meaning the “HAP Assumption”). No later than 15 days after the Effective Date, Purchaser, at its sole cost and expense, shall submit all applications, documents, information, materials, and fees to herein the Housing Authority, required in order for the Housing Authority to approve Purchaser’s request for pre-approval as an entity qualified to assume the "HAP Voucher Assumption")Contracts, and shall diligently proceed using its best efforts to obtain such pre-approval as soon as possible. Purchaser agrees to provide Seller with copies of such applications no later than 5 Business Days after submittal thereof to the Housing Authority. Purchaser shall indemnify make such filings with the Housing Authority, deliver such documents, pay such fees and hold costs (if any), and pay such reserves, impounds, escrows and other amounts (if any) post-Closing as required by the Seller Housing Authority with respect to the HAP Contracts (which may include, but not be limited to, a change in ownership form, name of the Chimneys of Cradlerock Property and the Seller new owner, name of the Lazy Hollow property manager, evidence that title to the applicable Property has transferred and the Seller’s Indemnified Parties of such Seller harmless from and against any and all claims, losses, damages, and expenses (including reasonable attorneys’ fees) that may be incurred by any of such Seller and/or any of such Seller’s Indemnified Parties from an IRS form W-9). From and after the Closing Effective Date, in connection Seller shall promptly deliver to Purchaser copies of any new HAP Contracts entered into by Seller after the Effective Date with Purchaser’s assumption of respect to the HAP Voucher Contracts or the failure of Purchaser to enter into a replacement HAP Voucher Contracts as aforesaidProperty. The terms and provisions of this Section 4.10 4.8 shall survive Closing, and Purchaser shall accomplish the ClosingHAP Assumption after the Closing and Seller shall have no obligations with respect to such HAP Assumption; provided, however Seller agrees to reasonably cooperate with Purchaser to accomplish the HAP Assumption (to the extent necessary) at no out of pocket cost to Seller.

Housing Assistance Program Vouchers. The terms of this Section 4.10 apply only to the Chimneys of Cradlerock Property and the Lazy Hollow Property. Purchaser acknowledges that the HAP Tenant Based Voucher Contract(s) require(s) the satisfaction by Purchaser of certain requirements as set forth therein and established by the local housing authorities (collectively, the “Housing Authority”) to allow for the assumption of the HAP Tenant Based Voucher AssumptionContract(s). Seller agrees to deliver or make available to Purchaser as part of the Materials copies of all HAP Tenant Based Voucher Contract(s) affecting the Property within 2 Business Days of the Effective Date (subject to Section 3.5.2). From and after the Effective Date, Seller agrees not to enter into any new HAP Tenant Based Voucher Contract(s) with respect to the Property without the prior written consent of Purchaser (which consent, prior to the expiration of the Loan Approval Period, shall not be unreasonably withheld, and after the expiration of the Loan Approval Period, may be withheld in Purchaser’s sole and absolute discretion). Purchaser agrees that, at the Closing, either (a) Purchaser shall assume all obligations under the HAP Tenant Based Voucher Contracts Contract(s) and accept title to the applicable Property subject to the same, or (b) the existing HAP Tenant Based Voucher Contracts Contract(s) shall be terminated, and Purchaser shall enter into replacement HAP Tenant Based Voucher Contracts Contract(s) which are acceptable to the Housing Authority (collectively, the foregoing (a) and (b) referred to herein as the "“HAP Tenant Based Voucher Assumption"”). Seller hereby agrees to reasonably cooperate with Purchaser, at no cost to Seller, to accomplish the HAP Tenant Based Voucher Assumption. Purchaser shall indemnify and hold the Seller of the Chimneys of Cradlerock Property and the Seller of the Lazy Hollow Property and the Seller’s Indemnified Parties of such Seller harmless from and against any and all claims, losses, damages, and expenses (including reasonable attorneys’ fees) that may be incurred by any of such Seller and/or any of such the Seller’s Indemnified Parties from and after the Closing Date, in connection with Purchaser’s assumption of the HAP Tenant Based Voucher Contracts or the failure of Purchaser to enter into a replacement HAP Voucher Contracts as aforesaid. The terms and provisions of this Section 4.10 shall survive the ClosingAssumption.

Housing Assistance Program Vouchers. The terms of this Section 4.10 apply only to the Chimneys of Cradlerock Property and the Lazy Hollow Property. Purchaser acknowledges that the HAP Tenant Based Voucher Contract(s) require(s) the satisfaction by Purchaser of certain requirements as set forth therein and established by the local housing authorities (collectively, the “Housing Authority”) to allow for the assumption of the HAP Tenant Based Voucher Assumption. Contract(s), Purchaser agrees that, at the Closing, either (a) Purchaser shall assume all obligations under the HAP Tenant Based Voucher Contracts Contract(s) and accept title to the applicable Property subject to the same, or (b) the existing HAP Tenant Based Voucher Contracts Contract(s) shall be terminated, and Purchaser shall enter into replacement HAP Tenant Based Voucher Contracts Contract(s) which are acceptable to the Housing Authority (collectively, the foregoing (a) and (b) referred to herein as the "“HAP Tenant Based Voucher Assumption"”). Purchaser shall indemnify and hold the Seller of the Chimneys of Cradlerock Property and the Seller of the Lazy Hollow Property and the Seller’s Indemnified Parties of such Seller harmless from and against any and all claims, losses, damages, and expenses (including reasonable attorneys’ fees) that may be incurred by any of such Seller and/or any of such the Seller’s Indemnified Parties from and after the Closing DateDate relating solely to matters first arising from and after Closing, in connection with Purchaser’s assumption of the HAP Tenant Based Voucher Contracts or the failure of Purchaser to enter into a replacement HAP Voucher Contracts as aforesaid. The terms and provisions of this Section 4.10 shall survive the ClosingAssumption.

Housing Assistance Program Vouchers. The terms of this Section 4.10 apply only to the Chimneys of Cradlerock Property and the Lazy Hollow Property. If there are any tenants with HAP Tenant Based Voucher Contracts, Purchaser acknowledges that there are tenants with HAP Tenant Based Voucher Contracts and that the HAP Tenant Based Voucher Contract(s) require(s) the satisfaction by Purchaser of certain requirements as set forth therein and established by the local housing authorities Baltimore County Office of Housing and the Metropolitan Baltimore Quadel (collectively, the “Housing Authority”) to allow for the assumption of the HAP Tenant Based Voucher Assumption. Contract(s), Purchaser agrees that, at the Closing, either (a) Purchaser shall assume all obligations under the HAP Tenant Based Voucher Contracts Contract(s) and accept title to the applicable Property subject to the same, or (b) the existing HAP Tenant Based Voucher Contracts Contract(s) shall be terminated, and Purchaser shall enter into replacement HAP Tenant Based Voucher Contracts Contract(s) which are acceptable to the Housing Authority (collectively, the foregoing (a) and (b) referred to herein as the "“HAP Tenant Based Voucher Assumption"”). Purchaser shall indemnify Seller agrees to reasonably cooperate with Purchaser, at no out-of-pocket cost to Seller, in obtaining the HAP Tenant Based Voucher Assumption by executing any applications or other forms reasonably required by the Housing Authority in connection therewith. To the extent that the Housing Authority fails to properly update its records and hold makes payments under the HAP Tenant Based Voucher Contracts to Seller of the Chimneys of Cradlerock Property and the Seller of the Lazy Hollow Property and the Seller’s Indemnified Parties of such Seller harmless from and against any and all claims, losses, damages, and expenses (including reasonable attorneys’ fees) that may be incurred by any of such Seller and/or any of such Seller’s Indemnified Parties from and after the Closing Date, in connection with PurchaserSeller shall promptly remit such payments to Purchaser within two (2) Business Day’s assumption of the HAP Voucher Contracts or the failure of Purchaser to enter into a replacement HAP Voucher Contracts as aforesaid. The terms and provisions of this Section 4.10 shall survive the Closingafter receipt thereof.