32. LEASES:
Seller may neither negotiate new leases nor renew existing leases for the Property which extend beyond
settlement or possession date without Buyer’s written consent.
33. DEFAULT:
Buyer and Seller are required and agree to make full settlement in accordance with the terms of this
Contract and acknowledge that failure to do so constitutes a breach hereof. If Buyer fails to make full settlement or is in
default due to Buyer’s failure to comply with the terms, covenants and conditions of this Contract, the initial Deposit and
additional Deposits (the "Deposit") may be retained by Seller as long as a Release of Deposit Agreement is signed and
executed by all parties, expressing that said Deposit may be retained by Seller. In the event the parties do not agree to
execute a Release of Deposit Agreement, Buyer and Seller shall have all legal and equitable remedies. If Seller fails to make
full settlement or is in default due to Seller’s failure to comply with the terms, covenants and conditions of this Contract,
Buyer shall be entitled to pursue such rights and remedies as may be available, at law or in equity, including, without
limitation, an action for specific performance of this Contract and/or monetary damages. In the event of any litigation or
dispute between Buyer and Seller concerning the release of the Deposit, Broker’s sole responsibility may be met, at Broker’s
option, by paying the Deposit into the court in which such litigation is pending, or by paying the Deposit into the court of
proper jurisdiction by an action of interpleader. Buyer and Seller agree that, upon Broker’s payment of the Deposit into the
court, neither Buyer nor Seller shall have any further right, claim, demand or action against Broker regarding the release of
the Deposit; and Buyer and Seller, jointly and severally, shall indemnify and hold Broker harmless from any and all such
rights, claims, demands or actions. In the event of such dispute and election by Broker to file an action of interpleader as
herein provided, Buyer and Seller further agree and hereby expressly and irrevocably authorize Broker to deduct from the
Deposit all costs incurred by Broker in the filing and maintenance of such action of interpleader including but not limited to
filing fees, court costs, service of process fees and attorneys’ fees, provided that the amount deducted shall not exceed the
lesser of $500 or the amount of the Deposit held by Broker. All such fees and costs authorized herein to be deducted may be
deducted by Broker from the Deposit prior to paying the balance of the Deposit to the court. Buyer and Seller further agree
and expressly declare that all such fees and costs so deducted shall be the exclusive property of Broker. If the amount
deducted by Broker is less than the total of all of the costs incurred by Broker in filing and maintaining the interpleader action,
then Buyer and Seller jointly, and severally, agree to reimburse Broker for all such excess costs upon the conclusion of the
interpleader action.
34. MEDIATION OF DISPUTES:
Mediation is a process by which the parties attempt to resolve a dispute or claim with the
assistance of a neutral mediator who is authorized to facilitate the resolution of the dispute. The mediator has no authority to
make an award, to impose a resolution of the dispute or claim upon the parties or to require the parties to continue mediation
if the parties do not desire to do so. Buyer and Seller agree that any dispute or claim arising out of or from this Contract or
the transaction which is the subject of this Contract shall be mediated through the Maryland Association of REALTORS®,
Inc. or its member local boards/associations in accordance with the established Mediation Rules and Guidelines of the
Association or through such other mediator or mediation service as mutually agreed upon by Buyer and Seller, in writing.
Unless otherwise agreed in writing by the parties, mediation fees, costs and expenses shall be divided and paid equally by
the parties to the mediation. If either party elects to have an attorney present that party shall pay his or her own attorney’s
fees.
Buyer and Seller further agree that the obligation of Buyer and Seller to mediate as herein provided shall apply to all disputes
or claims arising whether prior to, during or within one (1) year following the actual contract settlement date or when
settlement should have occurred. Buyer and Seller agree that neither party shall commence any action in any court regarding
a dispute or claim arising out of or from this Contract or the transaction which is the subject of this Contract, without first
mediating the dispute or claim, unless the right to pursue such action or the ability to protect an interest or pursue a remedy
as provided in this Contract, would be precluded by the delay of the mediation. In the event the right to pursue such action, or
the ability to protect an interest or pursue a remedy would be precluded by the delay, Buyer or Seller may commence the
action only if the initial pleading or document commencing such action is accompanied by a request to stay the proceeding
pending the conclusion of the mediation. If a party initiates or commences an action in violation of this provision, the party
agrees to pay all costs and expenses, including reasonable attorneys’ fees, incurred by the other party to enforce the
obligation as provided herein. The provisions of this paragraph shall survive closing and shall not be deemed to have been
extinguished by merger with the deed.
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shall neither apply for nor accept a financing loan commitment which is contingent upon or requires as a pre-condition to
funding that any other real estate be sold, settled and/or leased.
35. ATTORNEY'S FEES:
In any action or proceeding between Buyer and Seller based, in whole or in part, upon the
performance or non-performance of the terms and conditions of this Contract, including, but not limited to, breach of contract,
negligence, misrepresentation or fraud, the prevailing party in such action or proceeding shall be entitled to receive
reasonable attorney's fees from the other party as determined by the court or arbitrator. In any action or proceeding between
Buyer and Seller and/or between Buyer and Broker(s) and/or Seller and Broker(s) resulting in Broker(s) being made a party
to such action or proceeding, including, but not limited to, any litigation, arbitration, or complaint and claim before the
Maryland Real Estate Commission, whether as defendant, cross-defendant, third-party defendant or respondent, Buyer and
Seller jointly and severally, agree to indemnify and hold Broker(s) harmless from and against any and all liability, loss, cost,
damages or expenses (including filing fees, court costs, service of process fees, transcript fees and attorneys' fees) incurred
by Broker(s) in such action or proceeding, providing that such action or proceeding does not result in a judgment against
Broker(s).
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