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

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. If a Seller or Purchaser becomes aware that an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Lien, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) of which the Purchaser or any Seller has received notice pursuant to this Section 4.1.2 after the date hereof and prior to Closing (each, a “New Lien”), does not exceed $600,000, then such Seller shall be obligated to Cure such New Lien prior to or at Closing, at such Seller’s sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge all New Liens exceeds $600,000, then the Sellers shall have the option but not the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, within five (5) Business Days after such Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 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. If any Seller fails to Cure a New Lien by Closing that such Seller was obligated to Cure or elected to Cure pursuant to this Section 4.1.2, Seller shall be in default under this Agreement and Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. If a Seller or Purchaser becomes aware that an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Lien, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) of which the Purchaser or any Seller has received notice pursuant to this Section 4.1.2 after the date hereof and prior to Closing (each, a “New Lien”), does not exceed $600,0001,000,000, then such Seller shall be obligated to Cure such New Lien prior to or at Closing, at such Seller’s sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge all New Liens exceeds $600,0001,000,000, then the Sellers shall have the option but not the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to WRIT MOB - Transaction I Discharge all other New Liens) exceeds $600,0001,000,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,0001,000,000, within five (5) Business Days after such Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,0001,000,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 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. If any Seller fails to Cure a New Lien by Closing that such Seller was obligated to Cure or elected to Cure pursuant to this Section 4.1.2, Seller shall be in default under this Agreement and Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, Seller agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. If a Seller or Purchaser becomes aware that an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary LienCommitment, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) of which the Purchaser or any Seller has received notice pursuant to this Section 4.1.2 after the date hereof and prior to Closing (each, WRIT MOB – Transaction II a “New Lien”), does not exceed $600,00025,000, then such Seller shall be obligated to Cure such New Lien prior to or at Closing, at such Seller’s sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge all New Liens exceeds $600,00025,000, then the Sellers Seller shall have the option but not the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,00025,000. Sellers Seller shall notify Purchaser of their its election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,00025,000, within five (5) Business Days after such Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do Seller does not make such election in writing within such five (5) Business Days, the Sellers Seller shall be deemed to have elected not to Cure such New Lien. If none of the Sellers Seller has elected to not Cure a New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,00025,000, Purchaser shall be entitled to terminate this Agreement by written notice to SellersSeller, in which case 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. If any Seller fails to Cure a New Lien by Closing that such Seller was obligated to Cure or elected to Cure pursuant to this Section 4.1.2, Seller shall be in default under this Agreement and Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. “S.” If a Seller or Purchaser becomes aware that after the Effective Date of an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Liennot designated on Exhibit S, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such An Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) Lien of which the Seller or Purchaser or any Seller has received receives notice pursuant to this Section 4.1.2 after the date hereof and prior preceding sentence is referred to Closing (each, herein as a “New Lien”).” The cost to Discharge a New Lien, or the aggregate cost to Discharge two or more New Liens, is referred to in this Section 4.1.2 as the “Discharge Amount” for such New Lien, or New Liens. If the Discharge Amount for all New Liens does not exceed $600,000200,000, then such Seller the Sellers shall be obligated to Cure such New Lien Liens prior to or at Closing, at such Seller’s the Sellers’ sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge Amount for all New Liens exceeds $600,000200,000, then unless the Purchaser has the right to terminate this Agreement in accordance with the next sentence and does in fact terminate this Agreement pursuant to this Section 4.1.2, the Sellers shall be obligated to Discharge or otherwise Cure, in whole or in part, one or more of such New Liens such that the Discharge Amount of the New Liens at Closing is reduced by $200,000. If the Discharge Amount for all New Liens exceeds $400,000, and if the Sellers do not agree in writing to Cure such New Liens in a manner satisfactory to Purchaser, then Purchaser shall have the option but not right to terminate this Agreement by written notice to the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, delivered within five (5) Business Days after such any Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien that would cause the Discharge Amount for which the cost all New Liens to Discharge (together with the cost to Discharge all other New Liens) exceeds exceed $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 400,000. Upon such termination 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. If any a Seller fails breaches an obligation to Cure a Cure, in whole or in part, one or more New Lien by Closing that such Seller was obligated to Cure or elected to Cure Liens pursuant to this Section 4.1.2, Seller 4.1.2 then the condition set forth in Section 8.2.3 shall be in default under this Agreement and deemed not to have been satisfied regardless whether such failure has a Material Adverse Effect. If the Closing Occurs, any New Liens of which Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal had knowledge prior to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence Date shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. If a Seller or Purchaser becomes aware that an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Lien, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) of which the Purchaser or any Seller has received notice pursuant to this Section 4.1.2 after the date hereof and prior to Closing (each, a “New Lien”), does not exceed $600,000400,000, then such Seller shall be obligated to Cure such New Lien prior to or at Closing, at such Seller’s sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge all New Liens exceeds $600,000400,000, then the Sellers shall have the option but not the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000400,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000400,000, within five (5) Business Days after such Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000400,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 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. If any Seller fails to Cure a New Lien by Closing that such Seller was obligated to Cure or elected to Cure pursuant to this Section 4.1.2, Seller shall be in default under this Agreement and Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence shall be Permitted Exceptions.. WRIT MOB - Transaction III

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, Seller agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. “S.” If a Seller or Purchaser becomes aware that after the Effective Date of an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Liennot designated on Exhibit S, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such An Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) Lien of which the Seller or Purchaser or any Seller has received receives notice pursuant to this Section 4.1.2 after the date hereof and prior preceding sentence is referred to Closing (each, herein as a “New Lien”).” The cost to Discharge a New Lien, or the aggregate cost to Discharge two or more New Liens, is referred to in this Section 4.1.2 as the “Discharge Amount” for such New Lien, or New Liens. If the Discharge Amount for all New Liens does not exceed $600,000200,000, then such Seller shall be obligated to Cure such New Lien Liens prior to or at Closing, at such Seller’s sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge Amount for all New Liens exceeds $600,000200,000, then unless the Sellers Purchaser has the right to terminate this Agreement in accordance with the next sentence and does in fact terminate this Agreement pursuant to this Section 4.1.2, Seller shall be obligated to Discharge or otherwise Cure, in whole or in part, one or more of such New Liens such that the Discharge Amount of the New Liens at Closing is reduced by $200,000. If the Discharge Amount for all New Liens exceeds $400,000, and if Seller does not agree in writing to Cure such New Liens in a manner satisfactory to Purchaser, then Purchaser shall have the option but not the obligation right to Cure, at their sole cost and expense, each New Lien for which the cost terminate this Agreement by written notice to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, Seller delivered within five (5) Business Days after such Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien that would cause the Discharge Amount for which the cost all New Liens to Discharge (together with the cost to Discharge all other New Liens) exceeds exceed $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 400,000. Upon such termination 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. If any Seller fails breaches an obligation to Cure a Cure, in whole or in part, one or more New Lien by Closing that such Seller was obligated to Cure or elected to Cure Liens pursuant to this Section 4.1.2, Seller 4.1.2 then the condition set forth in Section 8.2.3 shall be in default under this Agreement and deemed not to have been satisfied regardless whether such failure has a Material Adverse Effect. If the Closing occurs, any New Liens of which Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal had knowledge prior to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence Date shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. “S.” If a Seller or Purchaser becomes aware that after the Effective Date of an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Liennot designated on Exhibit S, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such An Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) Lien of which the Seller or Purchaser or any Seller has received receives notice pursuant to this Section 4.1.2 after the date hereof and prior preceding sentence is referred to Closing (each, herein as a “New Lien”).” The cost to Discharge a New Lien, or the aggregate cost to Discharge two or more New Liens, is referred to in this Section 4.1.2 as the “Discharge Amount” for such New Lien, or New Liens. If the Discharge Amount for all New Liens does not exceed $600,000200,000, then such Seller the Sellers shall be obligated to Cure such New Lien Liens prior to or at Closing, at such Seller’s the Sellers’ sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge Amount for all New Liens exceeds $600,000200,000, then unless the Purchaser has the right to terminate this Agreement in accordance with the next sentence and does in fact terminate this Agreement pursuant to this Section 4.1.2, the Sellers shall be obligated to Discharge or otherwise Cure, in whole or in part, one or more of such New Liens such that the Discharge Amount of the New Liens at Closing is reduced by $200,000. If the Discharge Amount for all New Liens exceeds $400,000, and if the Sellers do not agree in writing to Cure such New Liens in a manner satisfactory to Purchaser, then Purchaser shall have the option but not right to terminate this Agreement by written notice to the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, delivered within five (5) Business Days after such any Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien that would cause the Discharge Amount for which the cost all New Liens to Discharge (together with the cost to Discharge all other New Liens) exceeds exceed $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 400,000. Upon such termination the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall WRIT Industrial I terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement. If any a Seller fails breaches an obligation to Cure a Cure, in whole or in part, one or more New Lien by Closing that such Seller was obligated to Cure or elected to Cure Liens pursuant to this Section 4.1.2, Seller 4.1.2 then the condition set forth in Section 8.2.3 shall be in default under this Agreement and deemed not to have been satisfied regardless whether such failure has a Material Adverse Effect. If the Closing Occurs, any New Liens of which Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal had knowledge prior to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence Date shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens; and (ii) the Involuntary Liens, if any, listed on Exhibit S. “S.” If a Seller or Purchaser becomes aware that after the Effective Date of an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Liennot designated on Exhibit S, such Seller or Purchaser, as applicable, shall promptly give notice to the other of such Involuntary Lien. If the cost to Discharge such An Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) Lien of which the Seller or Purchaser or any Seller has received receives notice pursuant to this Section 4.1.2 after the date hereof and prior preceding sentence is referred to Closing (each, herein as a “New Lien”).” The cost to Discharge a New Lien, or the aggregate cost to Discharge two or more New Liens, is referred to in this Section 4.1.2 as the “Discharge Amount” for such New Lien, or New Liens. If the Discharge Amount for all New Liens does not exceed $600,000200,000, then such Seller the Sellers shall be obligated to Cure such New Lien Liens prior to or at Closing, at such Seller’s the Sellers’ sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge Amount for all New Liens exceeds $600,000200,000, then unless the Purchaser has the right to terminate this Agreement in accordance with the next sentence and does in fact terminate this Agreement pursuant to this Section 4.1.2, the Sellers shall be obligated to Discharge or otherwise Cure, in whole or in part, one or more of such New Liens such that the Discharge Amount of the New Liens at Closing is reduced by $200,000. If the Discharge Amount for all New Liens exceeds $400,000, and if the Sellers do not agree in writing to Cure such New Liens in a manner satisfactory to Purchaser, then Purchaser shall have the option but not right to terminate this Agreement by written notice to the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, delivered within five (5) Business Days after such any Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien that would cause the Discharge Amount for which the cost all New Liens to Discharge (together with the cost to Discharge all other New Liens) exceeds exceed $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 400,000. Upon such termination the Xxxxxxx Money Deposit shall be returned to Purchaser, this Agreement shall WRIT Industrial III terminate and neither party shall have any obligation to the other party hereunder except for obligations that expressly survive termination of this Agreement. If any a Seller fails breaches an obligation to Cure a Cure, in whole or in part, one or more New Lien by Closing that such Seller was obligated to Cure or elected to Cure Liens pursuant to this Section 4.1.2, Seller 4.1.2 then the condition set forth in Section 8.2.3 shall be in default under this Agreement and deemed not to have been satisfied regardless whether such failure has a Material Adverse Effect. If the Closing Occurs, any New Liens of which Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal had knowledge prior to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence Date shall be Permitted Exceptions.

Liens Arising After the Effective Date. Each Seller, with respect to its Property or Properties, agrees to Cure, prior to or at Closing, (i) all Voluntary Liens, other than Liens securing the Assumed Loan; and (ii) the Involuntary Liens, if any, listed on Exhibit S. “S.” If a Seller or Purchaser becomes aware that after the Effective Date of an Involuntary Lien has arisen after the effective date of the Title Commitment for the Property affected by such Involuntary Liennot designated on Exhibit S, such Seller or Purchaser, as applicable, shall promptly give notice to the WRIT Industrial V other of such Involuntary Lien. If the cost to Discharge such An Involuntary Lien, together with the cost to Discharge all other Involuntary Liens (excluding Liens caused by Tenants) Lien of which the Seller or Purchaser or any Seller has received receives notice pursuant to this Section 4.1.2 after the date hereof and prior preceding sentence is referred to Closing (each, herein as a “New Lien”).” The cost to Discharge a New Lien, or the aggregate cost to Discharge two or more New Liens, is referred to in this Section 4.1.2 as the “Discharge Amount” for such New Lien, or New Liens. If the Discharge Amount for all New Liens does not exceed $600,000200,000, then such Seller the Sellers shall be obligated to Cure such New Lien Liens prior to or at Closing, at such Seller’s the Sellers’ sole cost and expense, and such New Lien shall not be a Permitted Exception. If the aggregate cost to Discharge Amount for all New Liens exceeds $600,000200,000, then unless the Purchaser has the right to terminate this Agreement in accordance with the next sentence and does in fact terminate this Agreement pursuant to this Section 4.1.2, the Sellers shall be obligated to Discharge or otherwise Cure, in whole or in part, one or more of such New Liens such that the Discharge Amount of the New Liens at Closing is reduced by $200,000. If the Discharge Amount for all New Liens exceeds $400,000, and if the Sellers do not agree in writing to Cure such New Liens in a manner satisfactory to Purchaser, then Purchaser shall have the option but not right to terminate this Agreement by written notice to the obligation to Cure, at their sole cost and expense, each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000. Sellers shall notify Purchaser of their election with respect to each New Lien for which the cost to Discharge (together with the cost to Discharge all other New Liens) exceeds $600,000, delivered within five (5) Business Days after such any Seller either sends or receives notice of such New Lien pursuant to the second sentence of this Section 4.1.2. If the Sellers do not make such election in writing within such five (5) Business Days, the Sellers shall be deemed to have elected not to Cure such New Lien. If none of the Sellers has elected to Cure a New Lien that would cause the Discharge Amount for which the cost all New Liens to Discharge (together with the cost to Discharge all other New Liens) exceeds exceed $600,000, Purchaser shall be entitled to terminate this Agreement by written notice to Sellers, in which case 400,000. Upon such termination 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. If any a Seller fails breaches an obligation to Cure a Cure, in whole or in part, one or more New Lien by Closing that such Seller was obligated to Cure or elected to Cure Liens pursuant to this Section 4.1.2, Seller 4.1.2 then the condition set forth in Section 8.2.3 shall be in default under this Agreement and deemed not to have been satisfied regardless whether such failure has a Material Adverse Effect. If the Closing Occurs, any New Liens of which Purchaser shall have all rights under Section 9.2 hereof, provided however, Purchaser may elect to proceed to Closing and Purchaser shall receive a credit equal had knowledge prior to the aggregate cost to Discharge all New Liens that any Seller was obligated to or elected to Cure, but failed to Cure at or before Closing. Any New Liens for which Purchaser receives a credit at Closing pursuant to the preceding sentence Date shall be Permitted Exceptions.