Conditions Precedent to Closing. It shall be a condition precedent to Purchaser's obligations to consummate this transaction that # all representations and warranties made herein by Seller are true and correct in all respects as of the Closing Date, and all covenants made by Seller herein are fully complied with, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings that could adversely affect the operation or value of the Property or Seller's ability to perform its obligations under this Agreement, # as of the Closing Date, there shall have been no material adverse change in the Property or in any of the items reviewed by Purchaser during the Approval Period, including without limitation the Due Diligence Items, and # as of the Closing Date, the Improvements shall have been constructed strictly in accordance with the Plans and Specifications, free from any liens or other claims, and all required certificates of occupancy shall have been issued with respect thereto; failing which, Purchaser, at its option, and in addition to any other remedy available, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.

Conditions Precedent to Closing. It shall be a condition precedent to Purchaser's obligations to consummate this transaction that # all representations and warranties made herein by Seller are true and correct in all respects as of the Closing Date, and all covenants made by Seller herein are fully complied with, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings that could adversely affect the operation or value of the Property or Seller's ability to perform its obligations under this Agreement, and # as of the Closing Date, there shall have been no material adverse change in the performance of the Property or in any of the items reviewed by Purchaser during the Approval Period, including without limitation the Due Diligence Items, failing which, Purchaser, at its option, and in addition to any other remedy available, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.

Conditions Precedent to Closing. It shall be a condition precedent to Purchaser's obligations to consummate this transaction that # all representations and warranties made herein by Seller are true and correct in all respects as of the Closing Date, and all covenants made by Seller herein are fully complied with, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings that could adversely affect the Property, including the operation or value thereof, or Seller's ability to perform its obligations under this Agreement, and # as of the Closing Date, there shall have been no material adverse change in the Property (including a reduction in the monthly rentals generated by the Property by ten percent (10%) or more of the monthly rentals generated by the Property for the calendar month in which this Agreement is executed), or in any of the items reviewed by Purchaser during the Approval Period, including without limitation the Due Diligence Items, failing which, Purchaser, at its option, and in addition to any other remedy available, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.

Conditions Precedent to Closing. It shall be a condition precedent to Purchaser's obligations to consummate this transaction that # all representations and warranties made herein by Seller are true and correct in all respects as of the Closing Date, and all covenants made by Seller herein are fully complied with, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings that could adversely affect the Property, including the operation or value thereof, or Seller's ability to perform its obligations under this Agreement, and # as of the Closing Date, there shall have been no material adverse change in the Property, including the performance thereof, failing which, Purchaser, at its option, and in addition to any other remedy available, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.

Conditions Precedent to Closing. It shall be a condition precedent to Purchaser's obligations to consummate this transaction that # all representations and warranties made herein by Seller are true and correct in all respects as of the Closing Date, and all covenants made by Seller herein are complied with, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, or proceedings or assignments for the benefit of creditors, bankruptcy, reorganization or other insolvency proceedings involving Seller or any of its affiliates that could adversely affect the operation or value of the Property or Seller's ability to perform its obligations under this Agreement, and # as of the Closing Date, the Improvements shall have been constructed in substantial conformity in all material respects with the Plans and Specifications, free from any liens or other claims, and all Occupancy Permits shall have been issued with respect thereto; failing which, Purchaser, at its option, and in addition to any other remedy available as the result of Seller’s breach of this Agreement, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.

It shall be a condition precedent to Purchaser’s obligations to consummate this transaction that # all representations and warranties made herein by Sellers are true and correct in all material respects as of the Closing Date, and all covenants made by Sellers herein are fully complied with in all material respects, # as of the Closing Date, there shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings that could adversely affect the Property, including the operation or value thereof, or Sellers’ ability to perform their obligations under this Agreement, and # as of the Closing Date, there shall have been no material adverse change in the Property (excluding the financial performance thereof) or in any of the items reviewed by Purchaser during the Approval Period, including without limitation the Due Diligence Items, failing which, Purchaser, at its option, and in addition to any other remedy available, shall be entitled to terminate this Agreement and receive a return of the Earnest Money.