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h, out of or otherwise relating to this agreement. The parties hereto agree to submit to personal jurisdiction in the State of New York, counties of New York in any action or proceeding arising out of this Agreement and, in furtherance of such agreement, the parties hereby agree and consent that without l
ipment Leases. 7.1.14 Evidence reasonably satisfactory to Purchaser that Seller has terminated and paid in full all amounts due under that certain Master Lease, dated as of August 18, 2017, made by and between Access Point Financial, Inc. ("Access Point"), as lessor and Seller, as lessee, together with all
h, out of or otherwise relating to this agreement. The parties hereto agree to submit to personal jurisdiction in the State of New York, counties of New York in any action or proceeding arising out of this Agreement and, in furtherance of such 33 495555-2-W EFTA00807932 agreement, the parties hereby a
el, excluding property described in the Equipment Leases (the "FF&E"); (ii) to the extent assignable, Seller's interest as lessee under that certain Master Lease, dated as of August 18, 2017, made by and between Access Point Financial, Inc. ("Access Point"), as lessor and Seller, as lessee, together with all
of this Agreement. 12. CLOSING COSTS: FEES AND DISBURSEMENTS. 12.1 At the Closing, Seller and-Parehtther-shall eaeh-pay fifty-(-50%)-pereem-eithe New York State Real Estate Transfer Tax imposed pursuant to Article 31 and Section 1402 of the New York Tax Law and Title I I of Chapter 21 of the Administra
uipmenaeases. 7 1 14 Evidence reasonably satisfactory to Purchaser that Seller has terminated and paid in full all amounts due under that certain Master Lease, dated as of Au°ust 18, 2017. made by and between Access Point Financial. Inc. ("Access Point"), as lessor and Seller, as lessee together with all
Entities connected to both New York and Master Lease

United States
LOCATION
George Mitchell
PERSON
Martha Stewart
PERSONthe City of New York
LOCATION
David Mitchell
PERSONUtilities
ORGANIZATION
Review
ORGANIZATIONWITNESSETH
ORGANIZATIONU.S. Central Intelligence Agency
ORGANIZATIONthe United States Money Laundering Control Act
LOCATIONAddress for Notices
PERSONMunicipal, County
LOCATIONU.S. Securities & Exchange Commission
ORGANIZATIONMitchell Holdings
ORGANIZATIONFixed Asset Supplies
ORGANIZATIONthe Uniform System of Accounts
ORGANIZATIONInternational Money Laundering Abatement
ORGANIZATIONthe American Hotel & Motel Association
ORGANIZATIONProperty Taxes
ORGANIZATIONthe Current Ledger
ORGANIZATION