Common use of Survival of Seller’s Representations Clause in Contracts

Survival of Seller’s Representations. Sellers and Purchaser agree that Seller’s Representations shall survive Closing of such Seller’s Property for a period of twelve (12) months (the “Survival Period”). No Seller shall have liability after the Survival Period with respect to any of its Seller’s Representations contained herein except to the extent that Purchaser has requested arbitration against such Seller during the Survival Period for breach of any of such Seller’s Representations. Each Seller shall be liable only for the breach of its own Seller’s Representations. Further, the liability for each Seller for breach of its Seller’s Representations shall be limited to, and capped at, Three Hundred Thousand Dollars ($300,000.00) for such Seller’s Property for which a breach of Seller’s Representations occurred, on a Property-by-Property basis if a Seller is selling more than one Property. Such cap on liability shall apply for any individual breach or in the aggregate for all breaches of such Seller’s Representations with respect to such Property. Purchaser shall not be entitled to bring any claim for a breach of Seller’s Representations unless the claim for damages (either in the aggregate or as to any individual claim) by Purchaser for a Property exceeds Five Thousand Dollars ($5,000.00). In the event that a Seller breaches any representation contained in Section 6.1 and Purchaser had knowledge of such breach prior to the Closing Date, and elected to close regardless, Purchaser shall be deemed to have waived any right of recovery, and such Seller shall not have any liability in connection therewith.

Survival of Seller’s Representations. Sellers and Purchaser agree that Seller’s 's Representations shall survive Closing of such Seller’s Property for a period of twelve (12) months 1 year (the “"Survival Period”"). No Seller shall have liability after the Survival Period with respect to any of its Seller’s 's Representations contained herein except to the extent that Purchaser has requested arbitration against such Seller during the Survival Period for breach of any of such Seller’s 's Representations. Each Seller shall be liable only for the breach of its own Seller’s 's Representations. Further, the liability for each Seller for breach of its Seller’s 's Representations shall be limited to, and capped at, Three Hundred Thousand Dollars ($300,000.00) 500,000.00 for such Seller’s 's Property for which a breach of Seller’s 's Representations occurred, on a Property-by-Property basis if a Seller is selling more than one Property. Such cap on liability shall apply for any individual breach or in the aggregate for all breaches of such Seller’s 's Representations with respect to such Property. Purchaser shall not be entitled to bring any claim for a breach of Seller’s 's Representations unless the claim for damages (either in the aggregate or as to any individual claim) by Purchaser for a Property exceeds Five Thousand Dollars ($5,000.00). In the event that a Seller breaches any representation contained in Section 6.1 and Purchaser had knowledge of such breach prior to the Closing Date, and elected to close regardless, Purchaser shall be deemed to have waived any right of recovery, and such Seller shall not have any liability in connection therewith.

Survival of Seller’s Representations. Sellers Seller and Purchaser agree that Seller’s Representations shall survive Closing of such Seller’s Property for a period of twelve (12) 6 months (the “Survival Period”). No Seller shall have no liability after the Survival Period with respect to any of its Seller’s Representations contained herein except to the extent that Purchaser has requested arbitration commenced litigation against such Seller during the Survival Period for breach of any of such Seller’s Representations. Each Under no circumstances shall Seller shall be liable only to Purchaser for the breach of its own Seller’s Representations. Further, the liability for each Seller for breach of its Seller’s Representations shall be limited to, and capped at, Three Hundred Thousand Dollars ($300,000.00) for such Seller’s Property for which a breach of Seller’s Representations occurred, on a Property-by-Property basis if a Seller is selling more than one Property. Such cap on liability shall apply for $350,000 in any individual breach instance or in the aggregate for all breaches of such Seller’s Representations with respect to such Property. Representations, nor shall Purchaser shall not be entitled to bring any claim for a breach of Seller’s Representations unless the claim for damages (either in the aggregate or as to any individual claim) by Purchaser for a Property exceeds Five Thousand Dollars ($5,000.00)5,000. In the event that a Seller breaches any representation contained in Section 6.1 and Purchaser had knowledge of such breach prior to the Closing Date, and elected to close regardless, Purchaser shall be deemed to have waived any right of recovery, and such Seller shall not have any liability in connection therewith. Seller hereby agrees that it shall remain in existence and shall not dissolve through the date of expiration of the Survival Period. The foregoing agreement of Seller shall survive the Closing and the delivery of the Deed to Purchaser.

Survival of Seller’s Representations. Sellers and Purchaser agree that Seller’s 's Representations shall survive Closing of such Seller’s Property for a period of twelve (12) months 1 year (the “"Survival Period”"). No Seller shall have liability after the Survival Period with respect to any of its Seller’s 's Representations contained herein except to the extent that Purchaser has requested arbitration against such Seller during the Survival Period for breach of any of such Seller’s 's Representations. Each Seller shall be liable only for the breach of its own Seller’s 's Representations. Further, the liability for each Seller for breach of its Seller’s 's Representations shall be limited to, and capped at, Three Hundred Thousand Dollars ($300,000.00) 100,000 for each such Seller’s 's Property for which a breach of Seller’s 's Representations occurred, on a Property-by-Property basis if a Seller is selling more than one Property. Such cap on liability shall apply for any individual breach or in the aggregate for all breaches of such Seller’s 's Representations with respect to such Property. Purchaser shall not be entitled to bring any claim for a breach of Seller’s 's Representations unless the claim for damages damage (either in the aggregate or as to any individual claim) by Purchaser for a Property exceeds Five Thousand Dollars ($5,000.00)5,000. In the event that a Seller breaches any representation contained in Section 6.1 and Purchaser had knowledge of such breach prior to the Closing Date, and elected to close regardless, Purchaser shall be deemed to have waived any right of recovery, and such Seller shall not have any liability in connection therewith.

Survival of Seller’s Representations. Sellers Seller and Purchaser agree that Seller’s Representations shall survive Closing of such Seller’s Property for a period of twelve nine (129) months (the “Survival Period”). No Seller shall have no liability after the Survival Period with respect to any of its Seller’s Representations contained herein except to the extent that Purchaser has requested arbitration against such Seller during the Survival Period for breach of any of such Seller’s Representations. Each Under no circumstances shall Seller shall be liable only to Purchaser for the breach of its own Seller’s Representations. Further, the liability for each Seller for breach of its Seller’s Representations shall be limited to, and capped at, Three Hundred Thousand Dollars ($300,000.00) for such Seller’s Property for which a breach of Seller’s Representations occurred, on a Property-by-Property basis if a Seller is selling more than one Property. Such cap on liability shall apply for $100,000.00 in any individual breach instance or in the aggregate for all breaches of such Seller’s Representations with respect to such Property. Representations, nor shall Purchaser shall not be entitled to bring any claim for a breach of Seller’s Representations unless the claim for damages (either in the aggregate or as to any individual claim) by Purchaser for a Property exceeds Five Thousand Dollars ($5,000.00). In the event that a Seller breaches any representation contained in Section 6.1 and Purchaser had actual, verifiable knowledge of such breach prior to the Closing Date, and elected to close regardless, Purchaser shall be deemed to have waived any right of recovery, and such Seller shall not have any liability in connection therewith. Notwithstanding the foregoing, Seller acknowledges and agrees that if Purchaser obtains actual, verifiable knowledge that Seller has breached any representation contained in Section 6.1, and Seller is unable to cure such breach prior to the Closing Date, Purchaser may terminate this Agreement, in which event the Deposit shall be returned to Purchaser. For purposes of this Section 6.3, references to “Purchaser’s knowledge” or words of similar import shall be deemed to refer to the actual (and not constructive or imputed) and verifiable knowledge, without duty of investigation or inquiry, of Xxxxx Xxxxxx.