Common use of Simultaneous Closings Under Other Mall Contracts Clause in Contracts

Simultaneous Closings Under Other Mall Contracts. The transactions contemplated under the Other Mall Contracts shall close simultaneously with the Closing hereunder, except this shall not be a CBL/OP Closing Condition if the closing under the Other Mall Contracts shall fail to occur by reason of the default of CBL/OP, and in such case, the provisions of Section 2.3.2 shall apply. CBL/OP shall not willfully or in bad faith act or willfully or in bad faith fail to act for the purpose of permitting any CBL/OP Closing Condition to fail. In the event any of the foregoing CBL/OP Closing Conditions are not satisfied (or otherwise waived by CBL/OP) on the Closing Date for any reason other than a default by Property Owner or CBL/OP hereunder, and such failure of condition is not remedied within 10 days after notice to Property Owner of such failure of condition, this Agreement shall terminate, the Letter of Credit or the Deposit, as applicable, shall be returned to CBL/OP and neither party shall have any further rights or obligations under this Agreement, except for the CBL/OP's Surviving Obligations; in the event the failure of any CBL/OP Closing Condition is also a default by Property Owner, the provisions of Section 10.2 shall govern; and in the event the failure of any CBL/OP Closing Condition is also a default by CBL/OP, the provisions of Section 10.1 shall govern. CBL/OP shall at all times prior to the termination of this Agreement have the right to waive any of the CBL/OP Closing Conditions. Except for those deemed waivers due to CBL/OP's failure to timely deliver a notice of objection or termination, any such waiver shall be in writing. Furthermore, the election by CBL/OP to proceed with the Closing and the disbursement of the Purchase Price shall be deemed CBL/OP's waiver of any CBL/OP Closing Condition to the extent any such CBL/OP Closing Condition has not been previously satisfied or waived.

Simultaneous Closings Under Other Mall Contracts. The transactions contemplated under the Other Mall Contracts shall close simultaneously with the Closing hereunder, except this shall not be a CBL/OP Contributor Closing Condition if the closing under the Other Mall Contracts shall fail to occur by reason of the default of CBL/OPProperty Owner or Contributors, and in such case, the provisions of Section 2.3.2 shall apply. CBL/OP Neither Property Owner nor the Contributors shall not willfully or in bad faith act or willfully or in bad faith fail to act for the purpose of permitting any CBL/OP Closing Contributor Condition Precedent to fail. In the event any of the foregoing CBL/OP Closing Contributor Conditions Precedent are not satisfied (or otherwise waived by CBL/OPContributors) on by the Closing Date respective dates designated above in this Section 5.3 for any reason other than a default by CBL/OP or Property Owner or CBL/OP Contributors hereunder, and such failure of condition is not remedied within 10 days after notice to Property Owner of such failure of condition, this Agreement shall terminate, the Letter of Credit or the Deposit, as applicable, shall be returned to CBL/OP and neither party shall have any further rights or obligations under this Agreement, except for the CBL/OP's Surviving Obligations; in the event the failure of any CBL/OP Closing Condition is also a default by Property OwnerOwner or Contributors, the provisions of Section 10.2 shall govern; and in the event the failure of any CBL/OP Closing Condition is also a default by CBL/OP, the provisions of Section 10.1 shall govern. CBL/OP Contributors shall at all times prior to the termination of this Agreement have the right to waive any of the CBL/OP Closing ConditionsContributor Conditions Precedent. Except for those deemed waivers due to CBL/OP's failure to timely deliver a notice of objection or termination, any Any such waiver shall be in writing. Furthermore; provided, however, the election by CBL/OP Contributors to proceed with the Closing and the disbursement delivery of the Purchase Price LLC Interests shall be deemed CBL/OPProperty Owner's and Contributors' waiver of any CBL/OP Closing Contributor Condition Precedent to the extent any such CBL/OP Closing Contributor Condition Precedent has not been previously satisfied or waived.

Simultaneous Closings Under Other Mall Contracts. The transactions contemplated under the Other Mall Contracts shall close simultaneously with the Closing hereunder, except this shall not be a CBL/OP Closing Condition if the closing under the Other Mall Contracts shall fail to occur by reason of the default of CBL/OP, and in such case, the provisions of Section 2.3.2 shall apply. CBL/OP shall not willfully or in bad faith act or willfully or in bad faith fail to act for the purpose of permitting any CBL/OP Closing Condition to fail. In the event any of the foregoing CBL/OP Closing Conditions are not satisfied (or otherwise waived by CBL/OP) on the Closing Date for any reason other than a default by Property Owner or Contributors or CBL/OP hereunder, and such failure of condition is not remedied within 10 days after notice to Property Owner of such failure of conditioncondition (provided, however, that in no event shall such cure period extend beyond the expiration of any commitment for the Closing Date Debt or expiration date of any rate lock agreement for the Closing Date Debt (whichever is earlier), as such dates may be extended by Property Owner at its sole cost and expense, unless Property Owner borrows the Closing Date Debt prior to the applicable expiration dates), this Agreement shall terminate, the Letter of Credit or the Deposit, as applicable, shall be returned to CBL/OP and neither party shall have any further rights or obligations under this Agreement, except for the CBL/OP's Surviving Obligations; in the event the failure of any CBL/OP Closing Condition is also a default by Property OwnerOwner or Contributors, the provisions of Section 10.2 shall govern; and in the event the failure of any CBL/OP Closing Condition is also a default by CBL/OP, the provisions of Section 10.1 shall govern. CBL/OP shall at all times prior to the termination of this Agreement have the right to waive any of the CBL/OP Closing Conditions. Except for those deemed waivers due to CBL/OP's failure to timely deliver a notice of objection or termination, any such waiver shall be in writing. Furthermore, the election by CBL/OP to proceed with the Closing and the disbursement of the Purchase Price Total Consideration shall be deemed CBL/OP's waiver of any CBL/OP Closing Condition to the extent any such CBL/OP Closing Condition has not been previously satisfied or waived.

Simultaneous Closings Under Other Mall Contracts. The transactions contemplated under the Other Mall Contracts shall close simultaneously with the Closing hereunder, except this shall not be a CBL/OP Property Owner Closing Condition if the closing under the Other Mall Contracts shall fail to occur by reason of the default of CBL/OPProperty Owner or the contributors thereunder, and in such case, the provisions of Section 2.3.2 shall apply. CBL/OP Property Owner shall not willfully or in bad faith act or willfully or in bad faith fail to act for the purpose of permitting any CBL/OP Closing Property Owner Condition Precedent to fail. In the event any of the foregoing CBL/OP Closing Property Owner Conditions Precedent are not satisfied (or otherwise waived by CBL/OPProperty Owner) on by the Closing Date respective dates designated above in this Section 5.3 for any reason other than a default by Property Owner or CBL/OP hereunder, and such failure of condition is not remedied within 10 days after notice to or Property Owner of such failure of conditionhereunder, this Agreement shall terminate, the Letter of Credit or the Deposit, as applicable, shall be returned to CBL/OP and neither party shall have any further rights or obligations under this Agreement, except for the CBL/OP's Surviving Obligations; in the event the failure of any CBL/OP Closing Condition is also a default by Property Owner, the provisions of Section 10.2 shall govern; and in the event the failure of any CBL/OP Closing Condition is also a default by CBL/OP, the provisions of Section 10.1 shall govern. CBL/OP Property Owner shall at all times prior to the termination of this Agreement have the right to waive any of the CBL/OP Closing ConditionsProperty Owner Conditions Precedent. Except for those deemed waivers due to CBL/OP's failure to timely deliver a notice of objection or termination, any Any such waiver shall be in writing. Furthermore; provided, however, the election by CBL/OP Property Owner to proceed with the Closing and the disbursement recording of the Purchase Price Special Warranty Deed shall be deemed CBL/OPProperty Owner's waiver of any CBL/OP Closing Property Owner Condition Precedent to the extent any such CBL/OP Closing Property Owner Condition Precedent has not been previously satisfied or waived.