Epstein Secrets

Section 11. Governing Law. This Agreement shall be governed and construed exclusively by the provisions hereof and in accordance with the laws of the State of New York applicable to contracts to be performed therein, as the same may from time to time exist. Section 12. Notices. Any consent, waiver, notice, demand

the attorneys for Seller, at least forty-five days prior to the closing of title, a copy of a title report with respect to the Premises prepared by the Title Company, together with a written statement as to any objections to title that Purchaser may have as a result of matters disclosed in said report, other th

ure or refusal to so comply. 38. This Contract shall be governed by, interpreted under, and construed and enforced in accordance with, the laws of the State of New York. 39. The Letter of Credit shall be held by Battle Fowler (the 'Escrow Agent") in escrow upon the following terms and conditions: A. If the closin

e determined same is unnecessary in -17- EFTA00312957 connection with the transaction contemplated by this Contract, and Purchaser's attorney and the Title Company agree therewith. 25. Each and every one of the following events shall constitute a default of Seller under this Contract (an "Event of Default");

rnmental or quasi-governmental entity with jurisdiction over the Prem- ises or Seller, including, without limitation, the United States of America, the State of New York or any political sub- division of either of the foregoing, or any decision or ruling of any arbitrator to which Seller is a party or by which Seller

e determined same is unnecessary in -17- EFTA00313041 connection with the transaction contemplated by this Contract, and Purchaser's attorney and the Title Company agree therewith. 25. Each and every one of the following events shall constitute a default of Seller under this Contract (an 'Event of Default"):

m federal income taxes under section 501(cX3) of the Internal Revenue Code, duly organized. validly existing and in good standing under the laws of the State of New York and has duly authorized the execution and performance of this Agreement. and such execution and performance will not violate its certificate of inc

ed within fifteen (15) days of the Closing Date and a copy of the Purchaser's articles of organization. written evidence reasonably satisfactory to the Title Company that the person or persons who signed this Agreement and any other document necessary to the successful closing of the transaction contemplated by