Common use of Buyer’s Closing Documents and Other Items Clause in Contracts

Buyer’s Closing Documents and Other Items. At or before Closing, Buyer shall deposit into escrow the following items: (a) The balance of the Purchase Price and such additional funds as are necessary to pay the amounts due from Buyer as shown on the Settlement Statement; (b) A duly executed counterpart of the Articles of Transfer; (c) A duly executed counterpart of the Xxxx of Sale; (d) Three (3) duly executed counterparts of the Assignment and Assumption of Leases; (e) Three (3) duly executed counterparts of the Assignment and Assumption of Contracts; (f) Copies of all usual and customary documentation requested by the Title Company to establish the due authority of Buyer’s acquisition of the Property; (g) Such other documents as may be reasonably required by the Title Company or as may be agreed upon by Seller and Buyer to consummate the purchase of the Property as contemplated by this Agreement; (h) A certificate of Buyer that each of the representations and warranties of Buyer contained in Sections 7.1 and 9.7 is true and accurate in all material respects on and as of the Closing Date and all covenants and agreements required to be performed by Buyer on or prior to the Closing Date have been performed in all material respects; (i) If applicable, duly completed and signed real estate transfer tax returns; and (j) Three (3) duly executed counterparts of the Settlement Statement.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Saul Centers Inc), Purchase and Sale Agreement (Saul Centers Inc), Purchase and Sale Agreement (Saul Centers Inc)

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Buyer’s Closing Documents and Other Items. At or before Closing, Buyer shall deposit into escrow Escrow the following items: (a) The balance of the Purchase Price and such additional funds as are necessary to pay the close this transaction (which amounts due from Buyer as shown shall be deposited no later than 3:00 p.m. on the Settlement Statementbusiness day preceding the scheduled Closing Date); (b) A Two (2) duly executed counterpart counterparts of the Articles Xxxx of TransferSale for the Property; (c) A duly executed counterpart of the Xxxx of Sale; Two (d) Three (32) duly executed counterparts of the Assignment and Assumption of LeasesLeases for the Property; (ed) Three Two (32) duly executed counterparts of the Assignment and Assumption of ContractsContracts for the Property; (e) Three duly executed counterparts of the Franchise Assignment Agreement executed by Seller and Franchisor, if applicable; (f) Copies of all usual and customary documentation requested by the Title Company Documentation to establish to Seller’s reasonable satisfaction the due authority of Buyer’s acquisition of the Property;Property and Buyer’s delivery of the documents required to be delivered by Buyer pursuant to this Agreement (including the organizational documents of Buyer, as they may have been amended from time to time, resolutions of Buyer and incumbency certificates of Buyer); and (g) Such other documents as may be reasonably required by Seller or the Title Company or as may be agreed upon by Seller and Buyer to consummate the purchase of the Property as contemplated by this Agreement; (h) A certificate of Buyer that each of the representations and warranties of Buyer contained in Sections 7.1 and 9.7 is true and accurate in all material respects on and as of the Closing Date and all covenants and agreements required to be performed by Buyer on or prior to the Closing Date have been performed in all material respects; (i) If applicable, duly completed and signed real estate transfer tax returns; and (j) Three (3) duly executed counterparts of the Settlement Statement.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Eagle Hospitality Properties Trust, Inc.)

Buyer’s Closing Documents and Other Items. At or before Closing, Buyer shall deposit into escrow with the Escrow Agent the following items: (a) The balance of the Buyer Purchase Price (i.e., the Buyer Purchase Price less the Deposit) and such additional funds as are necessary sufficient to pay cover any costs required to be paid by Buyer at the amounts due from Buyer as shown on the Settlement StatementClosing pursuant to Section 4.3 and/or Section 9.8; (b) A Buyer’s duly executed counterpart of the Articles of TransferAssignment and Assumption Agreement; (c) A duly certificate, duly-executed counterpart by Buyer, certifying to Rockpoint that Buyer’s representations and warranties in this Agreement remain true, correct and complete in all material respects as of the Xxxx Closing Date, as if re-made on the Closing Date (subject to the terms of SaleSection 9.2(b)(i)); (d) Three (3) duly executed counterparts Documentation to establish to Title Company’s reasonable satisfaction the due authority of Buyer to execute and/or deliver this Agreement, the Assignment and Assumption Agreement and any other documents required to be executed and/or delivered by Buyer pursuant to this Agreement, and to perform Buyer’s obligations thereunder (including, but not limited to, the Organizational Documents, resolutions and incumbency certificates of Leases;Buyer); and (e) Three (3) Buyer’s duly executed counterparts of the Assignment and Assumption of Contracts; (f) Copies of all usual and customary documentation requested by the Title Company to establish the due authority of Buyer’s acquisition of the Property; (g) Such other documents as may be reasonably required by the Title Company or as may be agreed upon by Seller and Buyer to consummate the purchase of the Property as contemplated by this Agreement; (h) A certificate of Buyer that each of the representations and warranties of Buyer contained in Sections 7.1 and 9.7 is true and accurate in all material respects on and as of the Closing Date and all covenants and agreements required to be performed by Buyer on or prior counterpart to the Closing Date have been performed in all material respects; (i) If applicable, duly completed and signed real estate transfer tax returns; and (j) Three (3) duly executed counterparts of the Settlement Statement.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Lightstone Real Estate Income Trust Inc.)

Buyer’s Closing Documents and Other Items. At or before the Closing, Buyer shall deposit into escrow the following items: (a) The balance of the Purchase Price and such additional funds as are necessary to pay the amounts due from Buyer as shown on the Settlement Statementclose this transaction; (b) A Four (4) duly executed counterpart of the Articles of Transfer; (c) A duly executed counterpart counterparts of the Xxxx of Sale; (dc) Three Four (34) duly executed counterparts of the Assignment and Assumption of Leases; (ed) Three Four (34) duly executed counterparts of the Assignment and Assumption of Contracts; (e) Four (4) duly executed counterparts of the OPA Assignment; (f) Copies Four (4) duly executed counterparts of all usual and customary documentation requested the Holdback Escrow Agreement; (g) To the extent required by the Title Company Company, documentation to establish the due authority of Buyer’s 's acquisition of the Property and Buyer's delivery of the documents required to be delivered by Buyer pursuant to this Agreement (including, but not limited to, the organizational documents of Buyer, as they may have been amended from time to time, resolutions of Buyer and incumbency certificates of Buyer); (h) Duly completed and signed real estate transfer tax declarations for the Property; (gi) A copy of each of the Tenant Notice Letters signed by Buyer; (j) Such other documents as may be reasonably required by Seller or the Title Company or as may be agreed upon by Seller and Buyer to consummate the purchase of the Property as contemplated by this Agreement; (h) A certificate of Buyer that each of the representations and warranties of Buyer contained in Sections 7.1 and 9.7 is true and accurate in all material respects on and as of the Closing Date and all covenants and agreements required to be performed by Buyer on or prior to the Closing Date have been performed in all material respects; (i) If applicable, duly completed and signed real estate transfer tax returns; and (jk) Three (3) duly executed counterparts of the Settlement StatementBuyer's Closing Certificate.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mills Corp)

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Buyer’s Closing Documents and Other Items. At or before Closing, Buyer shall deposit into escrow the following items: (a) The balance of the Purchase Price and such additional funds as are necessary Buyer is obligated to pay the amounts due from Buyer as shown on the Settlement Statementpursuant to this Agreement; (b) A Two (2) duly executed counterpart counterparts of each Xxxx of Sale for the Articles of TransferProperty; (c) A Two (2) duly executed counterpart counterparts of each Assignment and Assumption of Contracts for the Xxxx of SaleProperty; (d) Three (3) duly executed counterparts Documentation to establish to the Title Company’s reasonable satisfaction the due authority of Buyer's acquisition of the Assignment Property and Assumption Buyer's delivery of Leasesthe documents required to be delivered by Buyer pursuant to this Agreement (including, but not limited to, the organizational documents of Buyer, as they may have been amended from time to time, resolutions of Buyer and incumbency certificates of Buyer); (e) Three (3) duly executed counterparts A closing statement setting forth, inter alia, the closing adjustments and material monetary terms of the Assignment transaction contemplated hereby and Assumption of Contracts; (f) Copies of all usual and customary documentation requested by the Title Company to establish the due authority of Buyer’s acquisition of the Property; (g) Such such other documents as may be reasonably required by Seller or the Title Company or as may be agreed upon by Seller and Buyer to consummate the purchase of the Property as contemplated by this Agreement; (hf) A date down certificate of Buyer confirming that each of the Buyer's representations and warranties of Buyer contained in Sections 7.1 and 9.7 is this Agreement remain true and accurate in all material respects on and accurate, or stating any changes thereto; and (g) Such other as of the Closing Date and all covenants and agreements are required to be performed delivered by Buyer on or prior to the before Closing Date have been performed in all material respects; (i) If applicable, duly completed and signed real estate transfer tax returns; and (j) Three (3) duly executed counterparts of the Settlement Statementunder this Agreement.

Appears in 1 contract

Samples: Agreement of Sale and Purchase (Dolby Laboratories, Inc.)

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