EXPRESSLY PROVIDED HEREIN TO SURVIVE THE
TERMINATION OF THIS AGREEMENT.
SELLER AGREES THAT IF, AT THE CLOSING, THERE ARE
ANY LEASEHOLD TITLE OBJECTIONS THAT (I) ARE MORTGAGES, (II) ARE MECHANICS OR
OTHER STATUTORY LIENS ATTRIBUTABLE TO WORK OR MATERIALS PERFORMED OR SUPPLIED TO
OR FOR SELLER, (III) JUDGMENTS AGAINST SELLER CONSTITUTING LIENS AGAINST THE
PROPERTY, WHICH JUDGMENTS ARE NOT IN FAVOR OF PURCHASER, OR (IV) COME OF RECORD
DURING THE PERIOD FROM THE DATE OF THIS AGREEMENT UP TO BUT NOT INCLUDING THE
CLOSING DATE, WHICH LEASEHOLD TITLE OBJECTIONS ARE NOT PERMITTED ENCUMBRANCES
AND ARE (A) AS TO CLAUSES (I), (II) AND (III) ABOVE, IN A LIQUIDATED AMOUNT
WHICH MAY BE SATISFIED BY THE PAYMENT OF MONEY, OR (B) AS TO CLAUSE (IV) ABOVE,
NOT THE RESULT OF THE AFFIRMATIVE ACTS OF PURCHASER ON OR AFTER THE DATE HEREOF
(ALL OF THE FOREGOING ITEMS (I) - (IV) ARE COLLECTIVELY REFERRED TO AS
"LEASEHOLD LIENS"), SELLER SHALL BE OBLIGATED TO PAY AND CURE THE SAME (OR AT
SELLER'S OPTION, WITH RESPECT TO ITEMS (II) AND (III) ABOVE, BOND THE SAME) AND
THE EXISTENCE THEREOF SHALL NOT CONSTITUTE A TITLE OBJECTION PROVIDED THAT THE
TITLE COMPANY SHALL OMIT THE SAME FROM PURCHASER'S TITLE INSURANCE POLICY, IT
BEING AGREED THAT SELLER MAY USE ANY PORTION OF THE PURCHASE PRICE TO PAY AND
DISCHARGE (OR BOND, AS THE CASE MAY BE) ANY SUCH LEASEHOLD LIENS.
NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL SELLER BE OBLIGATED TO EXPEND
GREATER THAN $250,000, IN THE AGGREGATE, TO CURE, REMOVE OR REMEDY ANY LEASEHOLD
LIENS DESCRIBED IN THE FOREGOING CLAUSE (IV) UNLESS AND TO THE EXTENT THAT SUCH
LEASEHOLD LIENS ARE THE RESULT OF THE WILLFUL ACTS OR OMISSIONS OF SELLER.
IF,
SUBJECT TO SELLER'S OBLIGATIONS WITH RESPECT TO LEASEHOLD LIENS, SELLER IS
UNABLE OR UNWILLING TO ELIMINATE ANY LEASEHOLD TITLE OBJECTIONS, THEN PURCHASER
MAY EITHER (X) ELECT TO ACCEPT THE PROPERTY SUBJECT TO SUCH LEASEHOLD TITLE
OBJECTIONS, WITHOUT ANY ABATEMENT OF THE PURCHASE PRICE (EXCEPT THAT IF THE
LEASEHOLD TITLE OBJECTION IS A LEASEHOLD LIEN WITH RESPECT TO WHICH THE
FOREGOING CLAUSE (IV) APPLIES, PURCHASER SHALL RECEIVE AT CLOSING A CREDIT
AGAINST THE ASSIGNMENT PURCHASE PRICE IN THE AMOUNT REASONABLY REQUIRED TO CURE,
REMOVE OR REMEDY THE SUBJECT LEASEHOLD LIEN, UP TO THE AGGREGATE AMOUNT OF
$250,000), OR (Y) TERMINATE THIS AGREEMENT BY NOTICE GIVEN TO SELLER, IN WHICH
EVENT PURCHASER SHALL BE ENTITLED TO A RETURN OF THE DEPOSIT.
UPON SUCH RETURN
AND DELIVERY, THIS AGREEMENT SHALL TERMINATE AND NEITHER PARTY HERETO SHALL HAVE
ANY FURTHER
8
OBLIGATIONS HEREUNDER OTHER THAN THOSE EXPRESSLY PROVIDED HEREIN TO SURVIVE THE
TERMINATION OF THIS AGREEMENT.
SELLER SHALL NOT BE REQUIRED TO (1) BRING ANY
ACTION OR INSTITUTE ANY PROCEEDING, OR (2) OTHERWISE INCUR ANY COSTS OR EXPENSES
IN ORDER TO ATTEMPT TO ELIMINATE ANY TITLE OBJECTIONS, OR (3) OTHERWISE CAUSE
TITLE TO THE PROPERTY TO BE IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT ON
THE CLOSING DATE, EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 6(B).
(C)
AS