Common use of Additional Real Estate Matters Clause in Contracts

Additional Real Estate Matters. Seller shall have delivered to Buyer, in each case to the extent in Seller’s possession, such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property in connection with a Purchased Loan used to acquire a Mortgaged Property, if applicable, (vi) a copy of the marketing and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit information, if applicable, and all of the foregoing documents and information shall be in form and substance satisfactory to Buyer.

Additional Real Estate Matters. Seller shall have delivered to Buyer, in each case to the extent in Seller’s possession, such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment proforma attached to issue the samePurchased Loan closing escrow letter) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property in connection with a Purchased Loan used to acquire a Mortgaged Property, if applicable, (vi) a copy of the marketing and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit LIHTL/HUD information, if applicable, and all of the foregoing documents and information shall be in form and substance satisfactory to Buyer.

Additional Real Estate Matters. Seller shall have delivered to Buyer, in each case to the extent in Seller’s possession, such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment pro forma attached to issue the samePurchased Loan closing escrow letter) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property in connection with a Purchased Loan used to acquire a Mortgaged Property, if applicable, (vi) a copy of the marketing and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit LIHTL/HUD information, if applicable, and all of the foregoing documents and information shall be in form and substance satisfactory to Buyer.

Additional Real Estate Matters. Seller shall have delivered to Buyer, in each case Buyer to the extent in Seller’s possession, possession such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy Title Policy includes a zoning endorsement, (ii) abstracts (if any) of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) Title Policy together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property in connection with a Purchased Loan used to acquire a Mortgaged Property, if applicable, (vi) a copy of the marketing and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit LIHTL/HUD information, if applicable, and all of the foregoing documents and information shall be in form and substance satisfactory to Buyer.

Additional Real Estate Matters. Seller Agent shall have delivered to Buyer, in each case to the extent in Seller’s possession, received such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, Property as Agent may have reasonably requested. Such documentation shall include the following as requested by Agent and to the extent reasonably available: (iv1) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a certified copy of the purchase and sale agreement (with exhibits) for the Mortgaged Property Property; (2) estoppel certificates in connection form and substance reasonably acceptable to Agent in respect of such percentage of the rentable square footage rented to commercial tenants as shall be reasonably acceptable to Agent; (3) graphics (including interior and exterior photographs, rental brochures and a competitive properties map) as required by Agent; (4) with respect to each CTL Property: (A) at least one signed copy of the Credit Lease, (B) at least one signed copy of each amendment, modification, assignment, and assumption of the Credit Lease, (C) at least one signed copy of the guaranty of a Purchased Loan used to acquire Credit Lease (a Mortgaged Property“Lease Guaranty”), if applicable, any, (viD) a copy of the marketing and leasing plan opinion of counsel for the Mortgaged PropertyCredit Lease and the Lease Guaranty, if applicable, any, (vii) copies of tenant sales reports, if applicable, (viiiE) a copy of evidence of formation and authority for the tenant and any franchise Lease Guarantor, if any, (F) a copy of the “Lease Enhancement Policy” or “Extended Amortization Policy” or “residual value insurance policy” (the “Lease Insurance Policy”), if any, (G) an estoppel certificate dated no earlier than 90 days before the date of delivery, addressed to Holding Company Borrowers and Holding Company Borrowers’ successors and assigns, executed by the tenant and the guarantor under any Lease Guaranty (the “Lease Guarantor”), (H) a subordination, nondisturbance, and attornment agreement between the tenant and Property-Owning Borrower confirming the continuation of the Credit Lease after any foreclosure under the Loan (the “SNDA”), (I) an original assignment of the SNDA from Property-Owning Borrower in blank, in recordable form if the SNDA was in recordable form, and (J) a UCC-1 financing statement relating to the Mortgaged Propertyassignment to Agent of the Lease Guaranty, the SNDA, and any claims under the Lease Insurance Policy; and (5) with respect to each Ground Lease: (a) original ground lessor’s estoppel certificate; (b) original fully executed counterpart or a certified copy of the Ground Lease and all amendments referred to in “a”; (c) copy of memorandum of lease, with recording information; (d) original of any separate agreement, if applicableany, between the ground lessor and Property-Owning Borrower; (e) copy of an opinion of counsel for ground lessor, if any such opinion was obtained; and (ixf) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit information, if applicable, and all copy of recorded subordination agreement from any fee mortgagee of record at the foregoing documents and information shall be in form and substance satisfactory to Buyertime item “c” was recorded.

Additional Real Estate Matters. Seller shall have delivered to Buyer, in each case to the extent in Seller’s possession, such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property in connection with a Purchased Loan used to acquire a Mortgaged Property, if applicable, (vi) a copy of the marketing and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Low Income Housing Tax Credit information, if applicable, and all of the foregoing documents and information shall be in form and substance satisfactory to Buyer.

Additional Real Estate Matters. Seller Agent shall have delivered to Buyer, in each case to the extent in Seller’s possession, received such other real estate related certificates and documentation as may have been requested by Buyer, such as: (i) certificates of occupancy issued by the appropriate Governmental Authority and either letters certifying that the Mortgaged Property is in compliance with all applicable zoning laws issued by the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating to the Mortgaged Property, Property as Agent may have reasonably requested. Such documentation shall include the following as requested by Agent and to the extent reasonably available: (iv1) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a certified copy of the purchase and sale agreement (with exhibits) for the Mortgaged Property Property; (2) estoppel certificates in connection form and substance reasonably acceptable to Agent in respect of such percentage of the rentable square footage rented to commercial tenants as shall be reasonably acceptable to Agent; (3) graphics (including interior and exterior photographs, rental brochures and a competitive properties map) as required by Agent; (4) with respect to each CTL Property: (A) at least one signed copy of the Credit Lease, (B) at least one signed copy of each amendment, modification, assignment, and assumption of the Credit Lease, (C) at least one signed copy of the guaranty of a Purchased Loan used to acquire Credit Lease (a Mortgaged Property“Lease Guaranty”), if applicable, any, (viD) a copy of the marketing and leasing plan opinion of counsel for the Mortgaged PropertyCredit Lease and the Lease Guaranty, if applicable, any, (vii) copies of tenant sales reports, if applicable, (viiiE) a copy of evidence of formation and authority for the tenant and any franchise Lease Guarantor, if any, (F) a copy of the “Lease Enhancement Policy” or “Extended Amortization Policy” or “residual value insurance policy” (the “Lease Insurance Policy”), if any, (G) an estoppel certificate dated no earlier than 90 days before the date of delivery, addressed to Holding Company Borrower and Holding Company Borrower’s successors and assigns, executed by the tenant and the guarantor under any Lease Guaranty (the “Lease Guarantor”), (H) a subordination, nondisturbance, and attornment agreement between the tenant and Property-Owning Borrower confirming the continuation of the Credit Lease after any foreclosure under the Loan (the “SNDA”), (I) an original assignment of the SNDA from Property-Owning Borrower in blank, in recordable form if the SNDA was in recordable form, and (J) a UCC-1 financing statement relating to the Mortgaged Propertyassignment to Agent of the Lease Guaranty, the SNDA, and any claims under the Lease Insurance Policy; and (5) with respect to each Ground Lease: (a) original ground lessor’s estoppel certificate; (b) original fully executed counterpart or a certified copy of the Ground Lease and all amendments referred to in “a”; (c) copy of memorandum of lease, with recording information; (d) original of any separate agreement, if applicableany, between the ground lessor and Property-Owning Borrower; (e) copy of an opinion of counsel for ground lessor, if any such opinion was obtained; and (ixf) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit information, if applicable, and all copy of recorded subordination agreement from any fee mortgagee of record at the foregoing documents and information shall be in form and substance satisfactory to Buyertime item “c” was recorded.

Additional Real Estate Matters. The Sellers and the Buyer shall (and shall cause their respective Affiliates to) comply with the provisions of Annex C. Further, with respect to the Purchased Real Property: (a) The Parties acknowledge that the transfer tax laws of the State of New Jersey require that portions of the Purchase Price be allocated to the specific properties constituting the Purchased Real Property for the purpose of computing the applicable transfer taxes. The Parties agree that the allocations set forth in Schedule 6.10 hereto are reasonable allocations and agree to use such allocations in preparing and submitting transfer tax documents for the Purchased Real Property at Closing. (b) Except as set forth in Section 6.4(d), the applicable Asset Seller (or the Sellers’ Representative on its behalf) shall pay all applicable transfer taxes with respect to the sale of the Purchased Real Property. (c) As of the Closing Date, real estate taxes and assessments affecting the Purchased Real Property shall be apportioned between the applicable Asset Seller and the Buyer. (d) The Buyer shall have the right to comply with N.J.S.A. 54:32B-22(c) and N.J.S.A. 54:50-38 (the “Bulk Transfer Statutes”) and the applicable Asset Seller (or the Sellers’ Representative on its behalf) shall provide reasonable cooperation in connection with such compliance. In furtherance thereof, the Buyer may deliver a Notification of Sale, Transfer, or Assignment in Bulk (Form C-9600) in the then-current form prescribed by the New Jersey Department of the Treasury, Division of Taxation (the “Division”) (and such other forms as the Division may require to be delivered to Buyerby a purchaser), in each case together with a fully executed copy of this Agreement (the “Tax Notification”) to the extent in Seller’s possession, Division so that such other real estate related certificates and documentation as may have been Tax Notification is received by the Division not less than ten (10) Business Days prior to Closing. The applicable Asset Seller (or the Sellers’ Representative on its behalf) shall provide all information requested by the Buyer to enable the Buyer to complete the Tax Notification within three (3) Business Days of the Buyer’s request. If, at any time prior to Closing, the Division informs the Buyer that a possible claim (the “Tax Claim”) for taxes of any nature imposed or to be imposed on the applicable Asset Seller (or the Sellers’ Representative on its behalf) exists and the amount thereof (the “Deficiency”), then the Closing shall take place as scheduled, and the Buyer shall withhold the portion of the Purchase Price equal to the amount of the Deficiency, which amount so withheld shall be placed in an escrow account (the “Tax Escrow”), which Tax Escrow shall be held and disbursed by the Buyer’s Title Company (in such as: capacity, the “Tax Escrow Agent”) pursuant to an escrow agreement in a form mutually agreeable to the applicable Asset Seller (or the Sellers’ Representative on its behalf), the Buyer and the Tax Escrow Agent. The applicable Asset Seller (or the Sellers’ Representative on its behalf) shall have the right to negotiate directly with the Division regarding the Tax Claim and the Deficiency, provided, however, that (i) certificates the Buyer and the Tax Escrow Agent shall be entitled to comply with all instructions of occupancy the Division, including paying to the Division such amounts from the Tax Escrow as requested by the Division, and (ii) the Closing shall not be delayed as a result thereof. If a revised tax escrow letter or tax clearance letter is issued by the appropriate Governmental Authority and either letters certifying Division or if the Division otherwise informs the Buyer or the Tax Escrow Agent in writing (including by fax or email) that the Mortgaged Property is in compliance with all applicable zoning laws issued by Division will not assert liability or has revised its assertion of liability against the appropriate Governmental Authority or evidence that the related title policy includes a zoning endorsement, (ii) abstracts of any ground leases and all space leases in effect at the Mortgaged Property (including a description of any co-tenancy/go-dark clauses, if applicable) and estoppel certificates, in form and substance acceptable to Buyer, from any ground lessor and from any tenant that occupies 7.5% or more of the rentable space at the Mortgaged Property, and in any event from tenants whose occupancies aggregate not less than 70% of the occupied rentable square footage at the Mortgaged Property, (iii) copies of any management agreements and service agreements in effect relating Buyer pursuant to the Mortgaged Property, (iv) a copy of the title policy (or, if the final printed version of the title policy has not been issued, the irrevocable marked commitment to issue the same) together with copies of all reciprocal easement agreements and operating agreements, if applicable, and all other recorded documents and agreements affecting title to the Mortgaged Property, (v) a copy of the purchase and sale agreement for the Mortgaged Property Bulk Transfer Statutes in connection with a the transfer of the applicable Purchased Loan used to acquire a Mortgaged Real Property, if applicablethen the Tax Escrow Agent shall promptly release any and all amounts remaining in the Tax Escrow to the Sellers’ Representative after paying to the Division the amount determined by the Division to be due. This Section 6.10(d) shall survive the Closing. (e) With respect to the Bound Brook Quarry and the Oldwick Quarry which are being purchased by the Buyer pursuant to the terms of this Agreement, Xxxxxxx NJ or its designee shall have an option to repurchase the Bound Brook Quarry and the Oldwick Quarry for one dollar (vi$1.00) a copy each, pursuant to the terms of the marketing Option Agreement which is attached hereto and leasing plan for the Mortgaged Property, if applicable, (vii) copies of tenant sales reports, if applicable, (viii) made a copy of any franchise agreement relating to the Mortgaged Property, if applicable; and (ix) STR/PACE reports, if applicable; (x) Xxxx Income Housing Tax Credit information, if applicable, and all of the foregoing documents and information part hereof as Exhibit H. The Option Agreement shall be recorded by the Sellers in form the land records of Somerset County, New Jersey and substance satisfactory to BuyerHunterdon County, New Jersey upon the Closing.