Immediate Work Sample Clauses

Immediate Work. If and to the extent that any property condition report and/or environmental assessment report (as described in Section A as part of the Third Party Reports), a copy of which shall be provided to Hersha Owner promptly upon Owner JV’s receipt thereof but in no event later than Ten (10) Business Days prior to the scheduled Closing Date, identify, and/or any lender providing the Senior Financing requires, any capital repairs and/or 18 environmental remediation work that must be performed within twelve (12) months of the Closing Date (collectively, the “Immediate Work”), and provided that Closing has occurred, the following provisions shall apply: (a) If the estimated cost of the Immediate Work is greater than (i) $150,000 (in the aggregate) with respect to the Hotel or (ii) $700,000 (in the aggregate) with respect to the Hotel and each Other Property, then and only then, Hersha Owner shall have the obligation, and hereby covenants and agrees, to diligently pursue and complete the Immediate Work to the reasonable satisfaction of Owner JV within the earlier of twelve (12) months of the Closing Date or the time period required by any lender providing the Senior Financing pursuant and in accordance with the loan documents evidencing such Senior Financing, and if and to the extent that any such lender requires the funding of a reserve at Closing to pay for the Immediate Work, then Hersha Owner shall be obligated to fund such reserve subject to and in accordance with the terms and provisions of this Section 3.9. (b) Notwithstanding the foregoing subsection (a) or anything to the contrary herein, if the estimated cost of the Immediate Work is more than $7,000,000 (in the aggregate) for the Hotel and each Other Property, then Hersha Owner shall have the unilateral right, in its sole discretion, prior to the scheduled Closing Date, to terminate this Agreement and the Other APCA’s (which right must be exercised by Hersha Owner with respect to this Agreement and by each Other Seller with respect to each Other APCA, simultaneously in writing, and cannot be exercised individually by Hersha Owner or any Other Seller), and in such instance, the entire Deposit shall be promptly returned to Owner JV, Hersha Owner shall reimburse to Owner JV the Owner JV’s Pursuit Costs (exclusive of any amounts funded by Hersha Owner or its Affiliates), and all rights, obligations and liabilities of the Parties hereunder shall be released and discharged except for those obligations and rights...