Common use of Brokerage Commission Clause in Contracts

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment of any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurance.

Brokerage Commission. Seller Landlord and Purchaser represent Tenant each to represents and warrants for the benefit of the other that each it has had no dealings with any real estate broker, agent or finder or other party concerning in connection with the purchase Premises and/or the negotiation of the Property this Lease, except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment Broker(s) (as set forth on Page 1), and that it knows of any commission to Broker pursuant no other real estate broker, agent or finder who is or might be entitled to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a real estate brokerage commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any Lease or otherwise based upon contacts between the claimant and Tenant. Each party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to shall indemnify Seller and hold Seller harmless the other from and against any loss, liability, damage, cost and all liabilities or expense (including, without limitation, reasonable attorneys' fees) expenses arising out of claims made for a fee or paid commission by any real estate broker, agent or incurred by Seller by reason finder in connection with the Premises and this Lease other than Broker(s), if any, resulting from the actions of any claim to any broker's, the indemnifying party. Any real estate brokerage commission or finder's or other fee payable to the Broker(s) in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything Lease shall only be payable and applicable to the contrary contained hereinextent of the initial Term of the Lease and to the extent of the Premises as same exist as of the date on which Tenant executes this Lease. Unless expressly agreed to in writing by Landlord and Broker(s), no real estate brokerage commission or finder's fee shall be owed to, or otherwise payable to, the indemnities and Broker(s) for any renewals or other provisions set forth in this Article XI shall survive extensions of the Closing or termination initial Term of this Contract. Purchaser hereby acknowledges that at Lease or for any additional space leased by Tenant other than the time Premises as same exists as of the execution date on which Tenant executes this Lease. Tenant further represents and warrants to Landlord that Tenant will not receive (i) any portion of any brokerage commission or finder's fee payable to the Broker(s) in connection with this Contract, Purchaser is advised by Lease or (ii) any other form of compensation or incentive from the Broker(s) with respect to this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceLease.

Brokerage Commission. Seller agrees to pay a real estate commission to Lucescu Realty, 000 Xxxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxx Xxxxx, Xxxxxxxxxx 00000 (“Broker”) pursuant to the terms and conditions set forth in a separate, written commission agreement signed by Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller Such commission shall be solely responsible for the payment of any commission payable through Escrow at Closing, and it is a condition precedent to Broker pursuant to a separate written agreementSeller’s obligation therefor that Closing occurs. Seller represents and warrants to Purchaser Buyer that Seller has not contracted with nor engaged any other real estate agent, broker or other person or entity to whom any real estate commission, finder’s fee or other amount is due or owing as a result of entry into this Agreement other than Broker's , and Seller hereby agrees to indemnify, defend and hold harmless Buyer and all of Buyer’s members, managers, principals and affiliates from any and all claims by any person claiming a right to receive a commission real estate commission, fee or any other amount based upon any promise, contract, agreement or arrangement entered into or made by Seller with respect to this Contract Agreement, the Property or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contracttransaction described herein. Seller Buyer represents and warrants to Purchaser Seller that Broker Buyer has not contracted with nor engaged any real estate agent, broker or other person or entity to whom any real estate commission, finder’s fee or other amount is due or owing as a result of entry into this Agreement, and Buyer agrees to and shall have no indemnify, defend and hold harmless Seller and all of Seller’s members, managers, principals and affiliates from any and all claims by any person claiming a right to receive this commission a real estate commission, fee or any other amount based upon any promise, contract, agreement or arrangement entered into or made by Buyer with respect to this Contract Agreement, the Property or the Property unless transaction described herein. The Parties agree their respective obligations expressed in and until arising under this Article will survive Closing and shall further survive and not be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction canceled by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceAgreement.

Brokerage Commission. Seller Landlord and Purchaser represent Tenant each to represents and warrants for the benefit of the other that each it has had no dealings with any real estate broker, agent or finder or other party concerning in connection with the purchase Premises and/or the negotiation of the Property this Lease, except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment Broker(s) (as set forth on Page 1), and that it knows of any commission to Broker pursuant no other real estate broker, agent or finder who is or might be entitled to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a real estate brokerage commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any Lease or otherwise based upon contacts between the claimant and Tenant. Each party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to shall indemnify Seller and hold Seller harmless the other from and against any loss, liability, damage, cost and all liabilities or expense (including, without limitation, reasonable attorneys' fees) expenses arising out of claims made for a fee or paid commission by any real estate broker, agent or incurred by Seller by reason finder in connection with the Premises and this Lease other than Broker(s), if any, resulting from the actions of any claim to any broker's, the indemnifying party. Any real estate brokerage commission or finder's or other fee payable to the Broker(s) in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything Lease shall only be payable and applicable to the contrary contained hereinextent of the initial term of the Lease and to the extent of the Premises as same exist as of the date on which Tenant executes this Lease. Unless expressly agreed to in writing by Landlord and Broker(s), no real estate brokerage commission or finder's fee shall be owed to, or otherwise payable to, the indemnities and Broker(s) for any renewals or other provisions set forth in this Article XI shall survive extensions of the Closing or termination initial Term of this Contract. Purchaser hereby acknowledges that at Lease or for any additional space leased by Tenant other than the time Premises as same exists as of the execution date on which Tenant executes this Lease. Tenant further represents and warrants to Landlord that Tenant will not receive (i) any portion of any brokerage commission or finder's fee payable to the Broker(s) in connection with this Contract, Purchaser is advised by Lease or (ii) any other form of compensation or incentive from the Broker(s) with respect to this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceLease.

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial ManagementInsignia Capital Advisors, Inc. ( (the "Seller's Broker") and Spiva/Hill Management Co. (the "Xxxxxaser's Broker"). Seller shall be solely responsible for the payment hereby agrees to pay at Closing (i) all costs, expenses and other amounts due to Seller's Broker arising out of any agreement executed by Seller, and (ii) a brokerage commission in the amount of $100,000 to Broker pursuant Purchaser's Broker; provided, however, that Seller's obligation to a separate written agreement. Seller represents pay, and warrants to Purchaser that Seller's Broker's and Purchaser's Broker's right to receive a commission or any receive, such costs, expenses, commissions and other amount amounts with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Neither Seller's Broker nor Purchaser's Broker shall have no any right to receive this commission any such costs, expenses, commissions or any other amount amounts with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, the Seller's Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees, but excluding the $100,000 brokerage commission to be paid by Seller to Purchaser's Broker hereunder) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding including, without limitation, the Purchaser's Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this ContractClosing. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurance.

Brokerage Commission. Buyer acknowledges that Seller and Purchaser represent each to the other has entered into that each has had no dealings certain Commission Agreement with any broker, finder or other party concerning the purchase Xxxxx Xxxx LaSalle of the Property except Xxxxxxx Commercial ManagementPennsylvania, Inc. ( (“JLL”) dated June 22, 2009, a true, correct and complete copy of which is attached as Schedule 6.3 hereto (the "Broker"“JLL Agreement”). Seller has paid all amounts which were due and required to be paid prior to the date of Closing under the JLL Agreement (being $1,161,166.34). Buyer shall be solely responsible for assume all of the payment “Owner’s” obligations under the JLL Agreement from and after the date of Closing, including the obligation to pay any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission or any other amount with respect to this Contract or which may come due under the Property is expressly conditioned upon Closing the sale “Renewals” section of the Property JLL Agreement. In furtherance thereof, Buyer will execute an assumption document at Closing in favor of Seller and JLL, in form and substance reasonably acceptable to Seller's receipt , Buyer and JLL and satisfying the provisions of Section 2.0(vii) of the Purchase Price JLL Agreement. Buyer will cooperate with Seller and use commercially reasonable efforts to obtain from JLL a written release of Seller under this Contractthe JLL Agreement, at no expense to Buyer. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any lossBuyer will indemnify, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller defend and hold Seller harmless from and against any losscommissions or payments due under the JLL Agreement from and after Closing. Seller will indemnify, liability, damage, cost defend and hold Buyer harmless from and against any commissions or expense payments (including, without limitation, reasonable attorneys' feesa) arising out due and required to be paid prior to the date of Closing under the JLL Agreement or (b) due and required to be paid prior to or incurred by after the date of Closing under any other leasing brokerage agreement to which Seller by reason of any claim is a party (Seller representing that it is not a party to any broker's, finder's such other brokerage agreements); provided in each case Buyer does not pay such claimed commission or other fee in connection with this transaction by payment but rather notifies Seller of and allows Seller to defend against the same (Buyer acknowledging that Seller anticipates successfully defending any party claiming by, through or under Purchaser (excluding Brokersuch claims against the brokers). Notwithstanding anything The indemnity in the preceding sentence will not be subject to the contrary contained herein, the indemnities and other provisions dollar cap on damages or time limitation for bringing claims set forth in Sections 10.2 or 17.8 of this Article XI Agreement. For the avoidance of doubt, the indemnity set forth in clause (a) above does not cover or include any commissions or payments for extensions, renewals or expansions exercised after the date hereof. The provisions of this Section 6.3 shall survive Closing for the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurancelongest period permissible under law.

Brokerage Commission. Seller Landlord and Purchaser represent Tenant each to represents and warrants for the benefit of the other that each it has had no dealings with any real estate broker, agent or finder or other party concerning in connection with the purchase Premises and/or the negotiation of the Property this Lease, except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment Broker(s) (as set forth on Page 1), and that it knows of any commission to Broker pursuant no other real estate broker, agent or finder who is or might be entitled to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a real estate brokerage commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any Lease or otherwise based upon contacts between the claimant and Tenant. Each party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to shall indemnify Seller and hold Seller harmless the other from and against any loss, liability, damage, cost and all liabilities or expense (including, without limitation, reasonable attorneys' fees) expenses arising out of claims made for a fee or paid commission by any real estate broker, agent or incurred by Seller by reason finder in connection with the Premises and this Lease other than Broker(s), if any, resulting from the actions of any claim to any broker's, the indemnifying party. Any real estate brokerage commission or finder's or other fee payable to the Broker(s) in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything Lease shall only be payable and applicable to the contrary contained hereinextent of the initial Term of the Lease and to the extent of the Premises as same exist as of the date on which Tenant executes this Lease. Unless expressly agreed to in writing by Landlord and Broker(s), no real estate brokerage commission or finder's fee shall be owed to, or otherwise payable to, the indemnities and Broker(s) for any renewals or other provisions set forth in this Article XI shall survive extensions of the Closing or termination initial Term of this Contract. Purchaser hereby acknowledges that at Lease or for any additional space leased by Tenant other than the time Premises as same exists as of the execution date on which Tenant executes this Lease. Tenant further represents and warrants to Landlord that Tenant will not receive (i) any portion of any brokerage commission or finder's fee payable to the Broker(s) in connection with this Contract, Purchaser Lease or (ii) any other form of compensation or incentive from the Broker(s) with respect to this Lease. Landlord shall pay and indemnify and hold Tenant free and harmless from all fees and commissions owed or hereafter owing to Brokers in connection with this Lease (but not the Purchase Option for which no commission is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, due or that Purchaser should be furnished with or obtain an owner policy of title insurancepayable).

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( Xxxx Xxxx & Associates (the "Broker"). Purchaser and Seller shall be solely responsible are aware that the Broker is acting as dual agent for the payment of any both parties in this transaction. Seller hereby agrees to pay at Closing a commission to Broker pursuant in an amount equal to a separate written agreement. Seller represents two percent (2%) of the Purchase Price paid at Closing; provided, however, that Seller's obligation to pay, and warrants to Purchaser that Broker's right to receive a receive, this commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, the Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker)Purchaser. Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceClosing.

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the David Huddleston & Associates (thx "BrokerXxxxxx"). Seller shall be solely responsible for the payment of any commission Xxller hereby agrees to pay to Broker pursuant at Closing a commission equal to a separate written agreement. Seller represents 1.7% of the Purchase Price paid at Closing; provided, however, that Seller's obligation to pay, and warrants to Purchaser that Broker's right to receive a receive, this commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, the Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker)Purchaser. Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceclosing.

Brokerage Commission. Seller Landlord and Purchaser represent Tenant each has engaged CB Xxxxxxx Xxxxx (“Broker”) as its broker in connection with this transaction. Landlord and Tenant each represents to the other that each (a) no broker or finder other than Broker has had no dealings been engaged by it or represents it in connection with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment of any commission to this Lease; (b) Broker has been engaged by it pursuant to a separate written agreementagreement between them; and (c) it has no knowledge of any broker or finder other than Broker in any way connected with this Lease. Seller represents and warrants to Purchaser that Broker's right to receive Landlord shall be responsible for a commission or any other amount with respect payable to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of this transaction, which commission shall be payable pursuant to the separate written agreement between them. In the event of any claim to or liability for any broker's, ’s or finder's ’s fee or other fee commission in connection with the negotiation, execution or consummation of this transaction Lease other than the commission payable by Landlord to Broker, then (a) Landlord shall indemnify, protect, save harmless and defend Tenant from and against any such claims or liabilities if they are based upon any statement or representation or agreement by Landlord; and (b) Tenant shall indemnify, protect, save harmless and defend Landlord from and against any such claims or liabilities if they are based upon any statement, representation or agreement made by Tenant. The foregoing notwithstanding, Landlord and Tenant agree that nothing in this Paragraph (or in any other provision of this Lease) creates or is intended to create in Broker (or in any other person or entity) any right as a third party claiming bybeneficiary of this Lease; specifically, through neither Broker nor any other person or under Seller entity has any right to cause (i) either Landlord or Tenant to sign or enter into this Lease; (ii) Tenant to exercise any option to extend the Term or to exercise any option to purchase the Building; (iii) either Landlord or Tenant to perform any obligation or exercise any right either may have pursuant to this Lease; or (iv) either Landlord or Tenant to forebear from exercising any right either may have pursuant to this Lease, including, without limitationbut not limited to, Broker). Purchaser agrees any right to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with terminate this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceLease.

Brokerage Commission. Seller and Purchaser each represent each to the other that each it has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker")Property. Seller shall be solely responsible for the payment hereby agrees to pay at Closing reimbursement of costs and expenses and other charges and amounts due to Insignia Capital Advisors, Inc., arising out of any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and agreement executed by Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' feesfees and expenses) arising out of or paid or incurred by Purchaser by reason of any claim to any broker'sbrokers', finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker)Seller. Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' feesfees and expenses) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker)Purchaser. Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this ContractClosing. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurance.

Brokerage Commission. Buyer has engaged the services of O'Xxxxxxx, Axxxxx Company and The Overland Company as real estate brokers in conjunction with the transaction contemplated by this Agreement. Brokerage commissions in the amount of Three Hundred Fifty-Five Thousand and No/100 Dollars ($355,000.00) and One Hundred Seventy-Seven Thousand Five Hundred and No/100 Dollars ($177,500.00) ("Brokerage Commissions") shall be payable to O'Xxxxxxx, Axxxxx Company and The Overland Company respectively by Escrow Holder from proceeds due Seller hereunder, and Purchaser from no other source, in accordance with Sections 3.04(c) and (d) of this Agreement; provided, however, payment of the Brokerage Commissions is contingent upon O'Xxxxxxx, Axxxxx Company and The Overland Company providing satisfactory evidence to Seller that each shall have been possessed of a valid Real Estate Broker's License issued by the Department of Real Estate of the State of California during the entire pendency of the transaction contemplated by this Agreement. In the event either or both O'Xxxxxxx, Axxxxx Company and/or The Overland Company is unable to provide Seller such satisfactory evidence, no Brokerage Commissions shall be payable to such entity(ies). Payment of the Brokerage Commissions is contingent upon the Close of Escrow of the transaction contemplated herein in accordance with Article 4 of this Agreement. Buyer and Seller each represent each and warrant to the other that each neither has had no dealings with employed any real estate agent, broker, finder or adviser (other party concerning than Buyer's employment of O'Dxxxxxx Xxxxxx Company and the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment of any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission Overland Company) as its adviser or any other amount broker in connection with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contracttransaction. Seller agrees to indemnify Purchaser and does hereby indemnify, defend and forever hold Buyer harmless from all loss, damage, cost, or expense (including reasonable attorney's fees) that Buyer may suffer as a result of any claim or action brought by any other agent, broker, finder or adviser acting or allegedly acting on behalf of Seller in connection with this transaction. Buyer agrees to and does hereby indemnify, defend and hold Purchaser forever Seller harmless from any all loss, liability, damage, cost or expense (including, without limitation, including reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason that Seller may suffer as a result of any claim to or action brought by any other agent, broker's, finder's finder or other fee adviser acting or allegedly acting on behalf of Buyer in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurancetransaction.

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial ManagementThe Industrial Property Group, Inc. ( and Paul Callister (collectively the "BrokerBrokers"). Seller shall be solely responsible for hereby xxxxxx xx xxx at Closing commissions due to the payment Brokers in the amount of any commission (2%) of the Purchase Price to Broker pursuant to a separate written agreement. Seller represents each of the Industrial Property Group, Inc. and warrants to Purchaser Paul Callister; provided, however, that BrokerSeller's obligation xx xxx, xxx Xxokers' right to receive a receive, this commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker Brokers shall have no right to receive this commission these commissions or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker)Seller. Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker)Purchaser. Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this ContractClosing. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurance.

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the Insignia Mortgage and Investment Corporation ("Broker"). Seller shall be solely responsible for the payment of any commission hereby agrees to pay at Closing commissions due to Broker pursuant to a separate written agreement. arising out of an agreement executed by Seller represents and warrants Broker and provide to Purchaser a receipt signed by Broker confirming payment in full; provided, however, that Seller's obligation to pay, and Broker's right to receive a receive, this commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this ContractPrice. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and its officers, directors, trustees, shareholders, representatives and agents and hold Purchaser each of them harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' feesfees and expenses) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify and defend Seller and its general partner and their respective affiliates and their and their affiliates' officers, directors, employees, agents and representatives, and hold Seller each of them harmless from any and all loss, liability, damage, claim, cause of action, fine, fee, lien, cost or expense (including, without limitation, reasonable attorneys' feesfees and expenses ) arising out of or paid or incurred by Seller any of them by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Purchaser or its affiliates (excluding Broker). Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or and the termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceContract forever.

Brokerage Commission. Seller and Purchaser represent each to the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial ManagementInsignia Retail Group, Inc. ( (the "Broker"). Seller shall be solely responsible for the payment hereby agrees to pay at Closing commissions due to Broker arising out of any commission agreement executed by Seller; provided, however, that Seller's obligation to Broker pursuant to a separate written agreement. Seller represents pay, and warrants to Purchaser that Broker's right to receive a receive, this commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price has been paid as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' attorneys fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's , or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, the Broker). Purchaser agrees to indemnify Seller and hold Seller harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' attorneys fees) arising out of or paid or incurred by Seller by reason of any claim to any broker's, finder's , or other fee in connection with this transaction by any party claiming by, through or under Purchaser (excluding Broker)Purchaser. Notwithstanding anything to the contrary contained herein, the indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceClosing.

Brokerage Commission. Buyer acknowledges that Seller and Purchaser represent each to the other has entered into that each has had no dealings certain Commission Agreement with any broker, finder or other party concerning the purchase Xxxxxxx & Xxxxxxxxx of the Property except Xxxxxxx Commercial ManagementGeorgia, Inc. ( (“CW”) signed by Seller on July 8, 2010, a true, correct and complete copy of which is attached as Schedule 6.3 hereto (the "Broker"“CW Agreement”). Seller has paid all amounts which were due and required to be paid prior to the date of Closing under the CW Agreement (being $1,640,708.98). Buyer shall be solely responsible for assume all of the payment “Owner’s” obligations under the CW Agreement from and after the date of Closing, including the obligation to pay any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission which may come due under the “Renewals, Extensions or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale Expansions” section of the Property CW Agreement. In furtherance thereof, Buyer will execute an assumption document at Closing in favor of Seller and CW, in form and substance reasonably acceptable to Seller's receipt , Buyer and CW. Buyer will cooperate with Seller and use commercially reasonable efforts to obtain from CW a written release of Seller under the Purchase Price under this ContractCW Agreement, at no expense to Buyer. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any lossBuyer will indemnify, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller defend and hold Seller harmless from and against any losscommissions or payments due under the CW Agreement from and after Closing. Seller will indemnify, liability, damage, cost defend and hold Buyer harmless from and against any commissions or expense payments (including, without limitation, reasonable attorneys' feesa) arising out due and required to be paid prior to the date of Closing under the CW Agreement or (b) due and required to be paid prior to or incurred by after the date of Closing under any other leasing brokerage agreement to which Seller by reason of any claim is a party (Seller representing that it is not a party to any broker's, finder's such other brokerage agreements); provided in each case Buyer does not pay such claimed commission or other fee in connection with this transaction by payment but rather notifies Seller of and allows Seller to defend against the same (Buyer acknowledging that Seller anticipates successfully defending any party claiming by, through or under Purchaser (excluding Brokersuch claims against the brokers). Notwithstanding anything The indemnity in the preceding sentence will not be subject to the contrary contained herein, the indemnities and other provisions dollar cap on damages or time limitation for bringing claims set forth in Sections 10.2 or 17.8 of this Article XI Agreement. For the avoidance of doubt, the indemnity set forth in clause (a) above does not cover or include any commissions or payments for extensions, renewals or expansions exercised after the date hereof. The provisions of this Section 6.3 shall survive Closing for the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurancelongest period permissible under law.

Brokerage Commission. Seller Landlord and Purchaser represent Tenant each to represents and warrants for -------------------- the benefit of the other that each it has had no dealings with any real estate broker, agent or finder or other party concerning in connection with the purchase Premises and/or the negotiation of the Property this Lease, except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment Broker(s) (as set forth on Page 1), and that it knows of any commission to Broker pursuant no other real estate broker, agent or finder who is or might be entitled to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a real estate brokerage commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale of the Property and Seller's receipt of the Purchase Price under this Contract. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any loss, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any Lease or otherwise based upon contacts between the claimant and Tenant. Each party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to shall indemnify Seller and hold Seller harmless the other from and against any loss, liability, damage, cost and all liabilities or expense (including, without limitation, reasonable attorneys' fees) expenses arising out of claims made for a fee or paid commission by any real estate broker, agent or incurred by Seller by reason finder in connection with the Premises and this Lease other than Broker(s), if any, resulting from the actions of any claim to any broker's, the indemnifying party. Any real estate brokerage commission or finder's or other fee payable to the Broker(s) in connection with this transaction Lease shall be paid by any party claiming by, through or under Purchaser (excluding Broker). Notwithstanding anything Landlord and shall only be payable and applicable to the contrary contained hereinextent of the initial Term of the Lease and to the extent of the Premises as same exist as of the date on which Tenant executes this Lease. Unless expressly agreed to in writing by Landlord and Broker(s), no real estate brokerage commission or finder's fee shall be owed to, or otherwise payable to, the indemnities and Broker(s) for any renewals or other provisions set forth in this Article XI shall survive extensions of the Closing or termination initial Term of this Contract. Purchaser hereby acknowledges that at Lease or for any additional space leased by Tenant other than the time Premises as same exists as of the execution date on which Tenant executes this Lease. In no event shall Tenant be responsible for payment of a brokerage commission to Landlord's broker for any renewal or extension of the initial Term. Tenant further represents and warrants to Landlord that Tenant will not receive (i) any portion of any brokerage commission or finder's fee payable to the Broker(s) in connection with this Contract, Purchaser is advised by Lease or (ii) any other form of compensation or incentive from the Broker(s) with respect to this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceLease.

Brokerage Commission. Seller and Purchaser represent Buyer each warrant to the other party that each has had no dealings its sole contact with any broker, finder or the other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"). Seller shall be solely responsible for the payment of any commission to Broker pursuant to a separate written agreement. Seller represents and warrants to Purchaser that Broker's right to receive a commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing regarding this transaction has been directly with the sale other party. Nevertheless, Seller has communicated with The Staubach Company ("STAUBACH") and Buyer has communicated with Tri Properties ("TP") and Commercial Carolina Corporation ("CCC") in connection with the transaction contemplated by this Agreement. Seller has agreed to pay a commission to Staubach in connection with the transaction contemplated by this Agreement in the amount of one hundred thousand dollars ($100,000.00). As an accommodation, Seller has agreed to pay a commission directly to each of TP and CCC in connection with the Property and Seller's receipt transaction contemplated by this Agreement in the amount of one quarter of one percent (.25%) of the Purchase Price under (collectively, the "Cisco Share"). Neither Staubach, CCC nor TP shall be entitled to any other commission, brokerage fee, or other compensation from Seller in connection with this Contracttransaction. Seller represents Any additional compensation which may be due to TP and warrants to Purchaser that Broker CCC shall have no be payable from Buyer only. The foregoing commissions shall be earned, due and payable only upon consummation of Closing (including recordation of the Deed and receipt of Seller's funds) and not otherwise. In the event Closing (including recordation of the Deed and receipt of Seller's funds) does not occur, for whatever reason, whether by default of Buyer or Seller, or otherwise, Xxxxxxxx, XX and CCC hereby waive any right to receive this any fee or commission and any claim or right of claim to any other amount with respect to this Contract fee or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any losscommission, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out a claim of frustration of commission. Seller and Buyer further warrant to each other that no other broker or paid finder can properly claim a right to a commission or incurred by Purchaser by reason of any claim to any broker's, finder's fee based upon contacts between the claimant and the warranting party with respect to the other party or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker)the Property. Purchaser agrees to indemnify Seller and Buyer shall indemnify, defend, protect and hold Seller the other party harmless from and against any loss, liability, damage, cost or expense (expense, including, without limitationbut not limited to, reasonable attorneys' fees) arising out of or paid or incurred by Seller by reason of fees and court costs, resulting from any claim to for a fee or commission by any broker's, finder's broker or other fee finder in connection with the Property and this transaction by Agreement resulting from the indemnifying party's actions or a breach of any party claiming byof the foregoing provisions. Without limiting the foregoing, through Buyer specifically agrees to indemnify Cisco for any amounts that may be payable to TP or under Purchaser (excluding Broker)CCC over and above the Cisco Share and for any loss, cost or expense, including, but not limited to, reasonable attorneys' fees and court costs, resulting from CCC's or TP's failure to sign the signature block of this Agreement. Notwithstanding anything to the contrary contained herein, the The foregoing indemnities and other provisions set forth in this Article XI shall survive the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insuranceClosing.

Brokerage Commission. Buyer acknowledges that Seller has entered into that certain Commission Agreement with The Staubach Company – Houston LLC (“Staubach”) dated March 31, 2008, a true, correct and Purchaser represent each to complete copy of which is attached as Schedule 6.2 hereto (the other that each has had no dealings with any broker, finder or other party concerning the purchase of the Property except Xxxxxxx Commercial Management, Inc. ( the "Broker"“Staubach Agreement”). Seller has paid all amounts which were due and required to be paid prior to the date of Closing under the Staubach Agreement (being $843,919.20). Buyer shall be solely responsible for assume all of the payment “Landlord’s” obligations under the Staubach Agreement from and after the date of Closing, including the obligation to pay any commission to Broker pursuant to a separate written agreement. Seller represents which may come due under the “Renewals and warrants to Purchaser that Broker's right to receive a commission or any other amount with respect to this Contract or the Property is expressly conditioned upon Closing the sale Expansion” section of the Property Staubach Agreement. In furtherance thereof, Buyer will execute an assumption document at Closing in favor of Seller and Staubach, in form and substance reasonably acceptable to Seller's receipt , Buyer and Staubach and satisfying the provisions of Section 8 of the Purchase Price Staubach Agreement. Buyer will cooperate with Seller and use commercially reasonable efforts to obtain from Staubach a written release of Seller under this Contractthe Staubach Agreement, at no expense to Buyer. Seller represents and warrants to Purchaser that Broker shall have no right to receive this commission or any other amount with respect to this Contract or the Property unless and until Closing shall be final and fully consummated and Seller shall have received the Purchase Price as provided in this Contract. Seller agrees to indemnify Purchaser and hold Purchaser harmless from any lossBuyer will indemnify, liability, damage, cost or expense (including, without limitation, reasonable attorneys' fees) arising out of or paid or incurred by Purchaser by reason of any claim to any broker's, finder's or other fee in connection with this transaction by any party claiming by, through or under Seller (including, without limitation, Broker). Purchaser agrees to indemnify Seller defend and hold Seller harmless from and against any losscommissions or payments due under the Staubach Agreement from and after Closing. Seller will indemnify, liability, damage, cost defend and hold Buyer harmless from and against any commissions or expense payments (including, without limitation, reasonable attorneys' feesa) arising out due and required to be paid prior to the date of Closing under the Staubach Agreement or (b) due and required to be paid prior to or incurred by after the date of Closing under any other leasing brokerage agreement to which Seller by reason of any claim is a party (Seller representing that it is not a party to any broker's, finder's such other brokerage agreements); provided in each case Buyer does not pay such claimed commission or other fee in connection with this transaction by payment but rather notifies Seller of and allows Seller to defend against the same (Buyer acknowledging that Seller anticipates successfully defending any party claiming by, through or under Purchaser (excluding Brokersuch claims against the brokers). Notwithstanding anything The indemnity in the preceding sentence will not be subject to the contrary contained herein, the indemnities and other provisions dollar cap on damages or time limitation for bringing claims set forth in Sections 10.2 or 17.8 of this Article XI Agreement. For the avoidance of doubt, the indemnity set forth in clause (a) above does not cover or include any commissions or payments for extensions, renewals or expansions exercised after the date hereof. The provisions of this Section 6.2 shall survive Closing for the Closing or termination of this Contract. Purchaser hereby acknowledges that at the time of the execution of this Contract, Purchaser is advised by this writing that Purchaser should have an abstract covering the Property examined by an attorney of Purchaser's own selection, or that Purchaser should be furnished with or obtain an owner policy of title insurancelongest period permissible under law.