Common use of Responsibility for Violations Clause in Contracts

Responsibility for Violations. ss. 7.01. Except as provided in ss. 7.02 and ss. 7.03, all notes or notices of violations of law or governmental ordinances, orders or requirements which were noted or issued prior to the date of this contract by any governmental department, agency or bureau having jurisdiction as to conditions affecting the Premises and all liens which have attached to the Premises prior to the Closing pursuant to any applicable governmental ordinances, orders or requirements shall be removed or complied with by Seller. If such removal or compliance has not been completed prior to the Closing, Seller shall pay to Purchaser at the Closing the reasonably estimated unpaid cost to effect or complete such removal or compliance, and Purchaser shall be required to accept title to the Premises subject thereto, except that Purchaser shall not be required to accept such title and may terminate this contract as provided in ss. 13.02 if (a) Purchaser's Institutional Lender reasonably refuses to provide financing by reason thereof or (b) the Building is a multiple dwelling and either (i) such violation is rent impairing and causes rent to be unrecoverable pursuant to law or (ii) a proceeding has been validly commenced by tenants and is pending with respect to such violation for a judgment directing deposit and use of rents pursuant to law. All such notes or notices of violations noted or issued on or after the date of this contrast shall be the sole responsibility of Purchaser. 7.02. If the reasonably estimated aggregate cost to remove or comply with any violations or liens which Seller is required to remove or comply with pursuant to the provisions of ss. 7.01 shall exceed the Maximum Amount specified in Schedule D (or if none is so specified, the Maximum Amount shall be one-half of one percent of the Purchase Price), Seller shall have the right to cancel this contract, in which event the sole liability of Seller shall be as set forth in ss. 13.02, unless Purchaser elects to accept title to the Premises subject to all such violations or liens, in which event Purchaser shall be entitled to a credit of an amount equal to the Maximum Amount against the monies payable at the Closing.

Responsibility for Violations. ss. 7.01. (a) Except as provided in ss. 7.02 subparagraphs (b) and ss. 7.03(c) below, all notes or notices of violations of law or governmental ordinances, orders or requirements which were noted or issued prior to the date of this contract by any governmental department, agency or bureau having jurisdiction as to conditions affecting the Premises ("Violation Notices") and all liens which have attached to the Premises prior to the Closing pursuant to any applicable governmental ordinancesby reason of such Violation Notices or the correction thereof ("Repair Liens"), orders or requirements shall be removed or complied with by Seller. If such removal or compliance has not been completed prior to the Closing, Seller shall pay to Purchaser at the Closing the reasonably estimated unpaid cost to effect or complete such removal or compliance, and Purchaser shall be required to accept title to the Premises subject thereto, except that Purchaser shall not be required to accept such title and may terminate this contract as provided in ss. 13.02 paragraph 19 if (a) Purchaser's Institutional Lender reasonably refuses to provide financing by reason thereof or thereof. (b) the Building is a multiple dwelling and either (i) such violation is rent impairing and causes rent to be unrecoverable pursuant to law or (ii) a proceeding has been validly commenced by tenants and is pending with respect to such violation for a judgment directing deposit and use of rents pursuant to law. All such notes or notices of violations noted or issued on or after the date of this contrast shall be the sole responsibility of Purchaser. 7.02. If the reasonably estimated aggregate cost to remove or comply with any violations Violation Notices or liens Repair Liens which Seller is required to remove or comply with pursuant to the provisions of ss. 7.01 subparagraph (a) above shall exceed the Maximum Amount specified in Schedule D (or if none is so specified, the Maximum Amount shall be sum of one-half of one percent of the Purchase PricePrice (the "Maximum Amount"), Seller shall have the right to cancel this contract, in which event the sole liability of Seller shall be as set forth in ss. 13.02paragraph 19(c), unless Purchaser elects to accept title to the Premises subject to all such violations Violation Notices or liensRepair Liens, in which event Purchaser shall be entitled to a credit of an amount equal to the Maximum Amount against the monies payable at the Closing. (c) Regardless of whether a violation has been noted or issued prior to the date of this contract, Seller's failure to remove or fully comply with the following violations shall not be an objection to title: any violations which a tenant is required to remove or comply with pursuant to the terms of its Lease by reason of such tenant's use or occupancy, provided that such tenant remains in occupancy and is current in the payment of all rent payable under its Lease at the time of Closing. Purchaser shall accept the Premises subject to all such violations without any liability of Seller with respect thereto or any abatement of or credit against the Purchase Price, except that if Purchaser's Institutional Lender reasonably refuses to provide financing by reason of the violations described above, Purchaser shall not be required to accept the Premises subject thereto and Purchaser shall have the right to terminate this contract in the manner provided in paragraph 19. (d) If required, Seller, upon written request by Purchaser, shall promptly furnish to Purchaser written authorization▇ ▇▇ ▇▇▇▇ any necessary searches for the purposes of determining whether notes or notices of violations have been noted or issued with respect to the Premises or liens have attached thereto.

Responsibility for Violations. ss. §7.01. Except as provided in ss. §7.02 and ss. §7.03, all notes or notices of violations of law or governmental ordinances, orders or requirements which were noted or issued prior to the date of this contract Closing by any governmental department, agency or bureau having jurisdiction as to conditions affecting the Premises and all liens which have attached to the Premises prior to the Closing pursuant to any applicable governmental ordinancesthe Administrative Code of the City of New York, orders or requirements if applicable, shall be removed or complied with by Seller. If such removal or compliance has not been completed prior to the Closing, Seller shall pay to Purchaser at the Closing the reasonably estimated unpaid cost to effect or complete such removal or compliance, and Purchaser shall be required to accept title to the Premises subject thereto, except that Purchaser shall not be required to accept such title and may terminate this contract as provided in ss. §13.02 if (a) Purchaser's ’s Institutional Lender reasonably refuses to provide financing by reason thereof or (b) the Building is a multiple dwelling and either (i) such violation is rent impairing and causes rent to be unrecoverable pursuant to law under Section 302-a of the Multiple Dwelling Law or (ii) a proceeding has been validly commenced by tenants and is pending with respect to such violation for a judgment directing deposit and use of rents pursuant to law. All such notes or notices under Article 7-A of violations noted or issued on or after the date of this contrast shall be the sole responsibility of PurchaserReal Property Actions and Proceedings Law. §7.02. If the reasonably estimated aggregate cost to remove or comply with any violations or liens which Seller is required to remove or comply with pursuant to the provisions of ss. §7.01 shall exceed the Maximum Amount specified in Schedule D (or if none is so specified, the Maximum Amount shall be one-half of one percent of the Purchase Price), Seller shall have the right to cancel this contract, in which event the sole liability of Seller shall be as set forth in ss. §13.02, unless Purchaser elects to accept title to the Premises subject to all such violations or liens, in which event Purchaser shall be entitled to a credit of an amount equal to the Maximum Amount against the monies payable at the Closing. §7.03. Regardless of whether a violation has been noted or issued prior to the date of this contract, Seller’s failure to remove or fully comply with any violations which a tenant is required to remove or comply with pursuant to the terms of its lease by reason of such tenant’s use or occupancy shall not be an objection to title. Purchaser shall accept the Premises subject to all such violations without any liability of Seller with respect thereto or any abatement of or credit against the Purchase Price, except that if Purchaser’s Institutional Lender reasonably refuses to provide financing by reason of a violation described above, Purchaser shall not be required to accept the Premises subject thereto and Purchaser shall have the right to terminate this contract in the manner provided in §13.02. §7.04. If required, Seller, upon written request by Purchaser, shall promptly furnish to Purchaser written authorizations to make any necessary searches for the purposes of determining whether notes or notices of violations have been noted or issued with respect to the Premises or liens have attached thereto.

Responsibility for Violations. ss. Section 7.01 Subject to the terms of this Section 7.01. Except as provided in ss. 7.02 and ss. 7.03, all notes or notices of violations of law or governmental municipal ordinances, orders or requirements which were noted in or issued by the departments of buildings, fire, labor, health or other federal, state, county, city or other departments and governmental agencies having jurisdiction against or affecting the Property (collectively, the “Violations”), noted against the Property prior to the date of this contract by any governmental departmenthereof (collectively, agency or bureau having jurisdiction as to conditions affecting the Premises and all liens which have attached to the Premises prior to the Closing pursuant to any applicable governmental ordinances“Existing Violations”), orders or requirements shall be removed or complied with by Seller, at its sole cost and expense. If such removal or compliance has not been completed prior to the Closing, Seller The Closing shall pay to Purchaser at occur on the Closing Date whether or not Seller has cured the reasonably estimated unpaid cost to effect or complete such removal or complianceExisting Violations; provided, and Purchaser shall be required to accept title to the Premises subject theretohowever, except that Purchaser shall not be required to accept such title and may terminate this contract as provided in ss. 13.02 if (a) Purchaser's Institutional Lender reasonably refuses to provide financing by reason thereof or (b) the Building is a multiple dwelling and either (i) such violation is rent impairing and causes rent to be unrecoverable pursuant to law or (ii) a proceeding has been validly commenced by tenants and is pending with respect to such violation for a judgment directing deposit and use of rents pursuant to law. All such notes or notices of violations noted or issued on or after the date of this contrast shall be the sole responsibility of Purchaser. 7.02. If the reasonably estimated aggregate cost to remove or comply with any violations or liens which Seller is required to remove or comply with pursuant to the provisions of ss. 7.01 shall exceed the Maximum Amount specified in Schedule D (or if none is so specified, the Maximum Amount shall be one-half of one percent of the Purchase Price), Seller shall have the right to cancel this contract, in which event the sole liability of Seller shall be as set forth in ss. 13.02, unless Purchaser elects to accept title to the Premises subject to all such violations or liens, in which event Purchaser shall be entitled to a credit of against the Purchase Price in an amount equal to the Maximum Amount cost to cure those Existing Violations which have not been complied with on or before the date of closing, which amount shall be determined by Seller, in its reasonable discretion, based upon a proposal prepared by an expeditor chosen by Seller. Subject to the immediately preceding sentence, Purchaser shall accept title to the Property subject to such Existing Violations. The provisions of this Section 7.01 shall survive Closing. Section 7.02 Subject to the terms of this Section 7.02, and without limiting any of Seller’s obligations under Section 9, any Violations noted against the monies payable at Property on or after the Closingdate hereof (collectively, the “New Violations”) shall be the sole responsibility of Purchaser and Purchaser shall accept title to the Property subject to such New Violations without any abatement of the Purchase Price, except that Seller shall be responsible for any penalties or fines imposed on or before the Closing in connection with any Violations. Section 7.03 Notwithstanding anything to the contrary set forth herein, Seller shall not be responsible to cure any violations which are the responsibility of a Tenant to cure.

Responsibility for Violations. ss. 7.01. Except as provided in ss. 7.02 and ss. 7.03, all All notes or notices of violations of law or governmental ordinances, orders or requirements which were are noted or issued prior to the date of this contract Agreement by any governmental department, agency or bureau having jurisdiction as to conditions affecting (a) the Premises Real Property and (b) the Leased Branch if such violations are caused by Seller and are not the responsibility of the landlord under the Lease ("Violations"), and all liens which have attached to the Premises Real Property and the Leased Branch on or prior to the Closing date of this Agreement pursuant to any applicable governmental ordinancessuch law, orders ordinance, order or requirements requirement, if applicable, shall be removed or complied with by Seller, provided, that Seller shall not be obligated to incur any expense in excess of $500,000 in the aggregate to cure such Violations. If such removal or compliance has not been completed prior to the Closing, Seller Purchaser may elect to terminate the Agreement and the parties shall pay thereupon be relieved of all further obligations and liabilities other than arising under Section 10. 1. If Purchaser elects not to Purchaser at accept an assignment of the Closing Lease as a result of Seller's failure to comply with the reasonably estimated unpaid cost foregoing with respect to effect or complete such removal or compliancethe Leased Branch, the Assets and Purchaser Liabilities related to the Leased Branch, nevertheless, shall be required to accept title to transferred in accordance with the Premises subject theretoterms of this Agreement, except that there would be no obligation of Purchaser shall not be required to accept such title and may terminate this contract as provided in ssassume the Lease or any improvements related to the Leased Branch. 13.02 if (a) Seller shall, upon the written request of Purchaser's Institutional Lender reasonably refuses , promptly furnish to provide financing by reason thereof or (b) Purchaser written authorizations to make any necessary searches for the Building is a multiple dwelling and either (i) such violation is rent impairing and causes rent to be unrecoverable pursuant to law or (ii) a proceeding has been validly commenced by tenants and is pending with respect to such violation for a judgment directing deposit and use purposes of rents pursuant to law. All such determining whether notes or notices of violations have been noted or issued on or after with respect to the date of this contrast shall be Real Property and the sole responsibility of Purchaser. 7.02. If the reasonably estimated aggregate cost to remove or comply with any violations Leased Branch or liens which Seller is required to remove or comply with pursuant to the provisions of ss. 7.01 shall exceed the Maximum Amount specified in Schedule D (or if none is so specified, the Maximum Amount shall be one-half of one percent of the Purchase Price), Seller shall have the right to cancel this contract, in which event the sole liability of Seller shall be as set forth in ss. 13.02, unless Purchaser elects to accept title to the Premises subject to all such violations or liens, in which event Purchaser shall be entitled to a credit of an amount equal to the Maximum Amount against the monies payable at the Closingattached thereto.