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Contract analysis / psa-exhibit-j-pending-litigation.docx
psa-exhibit-j-pending-litigation.docx
High · 1
Medium · 1
Standard · 1
1. Qualification by Agreement. This Exhibit J is qualified in its entirety by reference t
1. Qualification by Agreement. This Exhibit J is qualified in its entirety by reference to the representations and warranties of Seller set forth in the Agreement, including without limitation the knowledge qualifications, materiality thresholds, dollar thresholds, and other limitations and exceptions set forth therein. In the event of any inconsistency between the disclosures set forth in this Exhibit and the repres
2. Knowledge Standard. The disclosures set forth in this Exhibit are made to the knowledg
2. Knowledge Standard. The disclosures set forth in this Exhibit are made to the knowledge of Seller, as defined in the Agreement. Seller's Knowledge Individuals for purposes of this Exhibit J and the Agreement are: Victor Lansdell, Co-Founder & Managing Partner, Greystone Meridian Capital LLC; Elise Rathborne, General Counsel & Chief Compliance Officer, Greystone Meridian Capital LLC; and Sean Kilpatrick, Senior Vic
3. Exclusion of Routine Collection Actions. This Exhibit J does not include, and Seller h
Standard
⚑ Commercial term
3. Exclusion of Routine Collection Actions. This Exhibit J does not include, and Seller has not disclosed, routine collection actions commenced by any Target Entity against tenants of any Property for delinquent rent, common area maintenance charges, percentage rent, or other amounts due under the applicable lease in the ordinary course of property operations. Such routine collection actions, if any, are deemed to be
4. No Admission of Liability. The inclusion of any matter on this Exhibit J shall not be
4. No Admission of Liability. The inclusion of any matter on this Exhibit J shall not be deemed or construed as an admission of liability by Seller, any Target Entity, or any of their respective affiliates, agents, or representatives with respect to such matter. Nor shall the inclusion of any matter on this Exhibit be deemed or construed as a waiver of any defense, privilege, immunity, or other right that may be avai
5. Obligation to Supplement. Seller undertakes to supplement this Exhibit J prior to the
Medium
⚑ Forum / governing law
5. Obligation to Supplement. Seller undertakes to supplement this Exhibit J prior to the Closing Date (as defined in the Agreement) to the extent that Seller becomes aware of any additional pending or threatened litigation, claims, arbitrations, administrative proceedings, or governmental investigations not disclosed herein, in accordance with the terms and conditions of Section 4.3 of the Agreement governing the del
6. No Expansion of Representations. Nothing in this Exhibit J shall be deemed to broaden
High
⚑ Indemnity / guarantee obligation
6. No Expansion of Representations. Nothing in this Exhibit J shall be deemed to broaden or expand the scope of the representations, warranties, covenants, or indemnification obligations of Seller beyond those expressly set forth in the Agreement. The information set forth in this Exhibit is provided solely for informational and disclosure purposes in accordance with the terms of the Agreement and does not create any