City’s Deliveries. City hereby covenants and agrees to deliver to escrow on or prior to the Closing the following instruments and documents:
10.1 the City Grant Deed in the form of Exhibit “B” attached hereto, duly executed and acknowledged by City conveying the City Property to District, subject to the Permitted Exceptions and to the covenants set forth therein; or, alternatively, the City Lease in the form of Exhibit “D” attached hereto, and a Memorandum of Lease, duly executed and acknowledged by City conveying a leasehold interest in the City Property to District, subject to the Permitted Exceptions and to the covenants set forth therein;
10.2 a Xxxx of Sale in the form of Exhibit “C” attached hereto, duly executed by City assigning to District all tangible personal property owned by City and located on the City Property.
City’s Deliveries. The City shall have delivered to Escrow Agent, at or before the Closing, all items to be delivered by the City as described in Section 9.5.(c)
City’s Deliveries. (a) At least five (5) business days prior to the Closing, City shall deliver to Title Company, the Grant Deed in the form mutually agreeable to Property One and City (the “Deed”).
(b) In the event that any representation or warranty of City needs to be modified due to changes since the Effective Date, at least five (5) business days prior to the Closing, City shall deliver to Title Company, in escrow, a certificate, dated as of the date of Closing and executed on behalf of City by a duly authorized officer thereof, identifying any representation or warranty which is not, or no longer is, true and correct and explaining the state of facts giving rise to the change.
(c) At least five (5) business days prior to the Closing, City shall deliver to Title Company such evidence as the Title Company may reasonably require as to the authority of the person or persons executing documents on behalf of City.
(d) At least five (5) business days prior to the Closing, City shall deliver to Title Company a certificate stating that City is not a “foreign person” as defined in the Federal Foreign Investment in Real Property Tax Act of 1980 and a State of California Form 593-W (collectively, the “Non-Foreign Affidavits”).
(e) At least five (5) business days prior to the Closing, City shall deliver to Title Company such affidavits as may be customarily and reasonably required by the Title Company, in a form reasonably acceptable to City.
(f) On or before the Closing, City shall deliver to Title Company, a duly executed copy of the closing statement previously prepared and delivered by Title Company to City and Property One (the “Closing Statement”). Property One and City shall cooperate with Title Company to prepare the final closing statement.
(g) On or before the Closing, City shall deliver to escrow, and/or Title Company, as applicable, such additional documents as shall be reasonably required to consummate the transaction contemplated by this Agreement.
(h) Upon the Closing, City shall deliver to Property One possession and occupancy of the Property, subject to the Permitted Exceptions.
City’s Deliveries. At the Closing, City shall deliver or cause to be delivered, at City’s sole expense, each of the following items (to the extent not already delivered), each executed and acknowledged to the extent appropriate:
(a) The Deed, in recordable form, conveying the applicable Property subject only to the Permitted Exceptions;
(b) A title affidavit in the form and substance as may be reasonably required by the Title Company;
City’s Deliveries. Prior to the Close of Escrow, City shall deposit or cause to be deposited into escrow, to be delivered to Owner any cash amount required in accordance with Section 8.6 [Payment of Purchase Price].
City’s Deliveries. City hereby covenantS and agreeS to deliver to eScrow on or prior to the CloSing the following inStrumentS and documentS:
10.1 the City Grant Deed in the form of EXhibit “B” attached hereto, duly eXecuted and acknowledged by City conveying the City Property to DiStrict, Subject to the Permitted EXceptionS and to the covenantS Set forth therein; or, alternatively, the City LeaSe in the form of EXhibit “D” attached hereto, and a Memorandum of LeaSe, duly eXecuted and acknowledged by City conveying a leaSehold intereSt in the City Property to DiStrict, Subject to the Perm itted EXceptionS and to the covenantS Set forth therein;
10.2 a Bill of Sale in the form of EXhibit “C” attached hereto, duly eXecuted by City aSSigning to DiStrict all tangible perSonal property owned by City and located on the City Property.
10.3 any other inStrument or documentS neceSSary to effectuate the purpoSeS of thiS EXchange Agreement.
City’s Deliveries. City shall fully execute each of the originals of (i) the Bill of Sale, (ii) the Land Lease, (iii) the BNSF Premises Lease and (iv) the Memorandum, and shall return same to BNSF via overnight mail. If not previously provided by City to BNSF, City shall also send a fully executed copy of the Station Lease with Amtrak to BNSF. Pursuant to Section 3(a) above, if Taxes on the Building and Land for the year have already been paid by BNSF, then City shall also send a check to BNSF for City's prorated share of said Taxes.
City’s Deliveries. City shall deposit: (a) two (2) executed counterparts of the Ground Lease and (b) one (1) executed counterpart of the Memorandum of Ground Lease.
City’s Deliveries. CITY shall deliver to EIDP: such other documents, instruments, certifications and confirmations as may be reasonably required to fully effect and consummate the transaction contemplated hereby, including but not limited to certification regarding the CITY’s authority to enter into the transaction contemplated herein.
City’s Deliveries. CITY shall deliver the following to Escrow Holder prior to the Closing:
(a) A duly executed and acknowledged Grant Deed;
(b) If needed, a duly executed certificate of “non-foreign” status, substantially in the form attached hereto as Exhibit C: Non-Foreign Status Certificate, and any state certificate needed to exempt CITY from state withholding requirements related to the sale of the Property;
(c) A copy of the San Diego City Council Resolution authorizing the transaction contemplated by this Agreement;
(d) A “Natural Hazard Disclosure Report,” which will be supplied by Escrow Holder; and
(e) Such other documents reasonably required to achieve the Closing.
