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Sale and purchase agreement - Canterbury Earthquake Recovery ...

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3(aa)(bb)(cc)entered into a binding <strong>agreement</strong> whereby they have agreedto release the same on or before settlement.duly executed <strong>and</strong> delivered to the Vendor's solicitor alldocumentation <strong>and</strong> authorities required in order that theVendor's solicitor may release the same on their behalf on orbefore settlement; orthrough their solicitor provided an solicitor's undertaking tothe Vendor's solicitor that their solicitor will release the sameon or before settlement.20. VENDOR OBLIGATIONS AND CONSENT20.1 No claims for any Event: Clauses 20.6, 21.1, 22.2, 24 <strong>and</strong> 25 shall not apply if thereare no Claims in relation to the L<strong>and</strong> (whether because no Claims have been made orno building on the Property is a "residential building" as defined in the EQC Act).20.2 Purchaser rights to cancel or delay settlement: The Purchaser may, at its election,by notice in writing to the Vendor at any time prior to settlement, cancel this Agreementor delay the Settlement date if:(a)as at the Settlement date there is any unremedied breach by the Vendor of:(i)(ii)(iii)clause 21.2 (provision of information <strong>and</strong> access to Property); orclause 22.3 (Vendor assistance); orclause 22.4 (warranties as to validity of information).(b)(c)(d)(e)there is any failure by the Vendor's solicitor to provide such information <strong>and</strong>certification as the Purchaser's solicitor may reasonably require to allowsettlement of this Agreement;the Purchaser considers that this Agreement confers benefits on the Vendor orcosts on the Purchaser which were unintended by the policy for the project ofwhich this Agreement is a part (as referred to in clause 27.1);the Government has directed in writing that circumstances have changedmaterially since 13 September 2012; orthe Purchaser has not received the certificate contemplated by clause 19.2(b).20.3 No prejudice to other rights: Expiry, termination, or cancellation of this Agreement(including by the Purchaser in accordance with clause 20.2):(a)(b)is without prejudice to any other right, power or remedy under this Agreement,at law, or otherwise, that the Purchaser has in respect of a default by theVendor; <strong>and</strong>shall not terminate clause 20.4, which shall remain in force notwithst<strong>and</strong>ingsuch expiry, termination, or cancellation.20.4 Indemnity: The Vendor shall indemnify <strong>and</strong> keep indemnified the Purchaser from <strong>and</strong>against any loss, damage, or cost whatsoever arising directly or indirectly from anybreach of:2467861 v2

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