Closing Affidavit Sample Clauses

Closing Affidavit. At the Closing, Seller shall furnish Buyer with an affidavit (i) testifying to the absence of any claims, encumbrances, taxes, assessments, liens or potential lienors known to Seller not disclosed in the Title Commitment and Deed, (ii) further attesting that there have been no improvements to the Property by or through Seller for the ninety (90) day period immediately preceding the date of Closing, the cost of which remains unpaid, (iii) agreeing to take no action prior to recording the Deed which would adversely affect the title to the Property, (iv) testifying that possession of the Property is subject only to those matters accepted by Buyer pursuant to the terms hereof, if any, and that Seller is otherwise in exclusive, peaceable and undisputed possession of the Property, and (v) testifying that there are no actions or proceedings now pending in any state or federal court to which Seller is a party including, but not limited to, proceedings in bankruptcy, receivership or insolvency, which would affect the Property, the title to the Property or Seller's ability to close on the sale of the Property to Buyer except as disclosed in the Title Commitment. Seller shall also furnish such other evidence, affidavits or information required by the Title Insurance Company so that the Title Insurance Company will be able to eliminate all standard exceptions from the Title Commitment at Closing, except for taxes for the year of Closing which are not yet due or payable.
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Closing Affidavit. At the closing of the Loan, an Authorized Representative of Borrower shall execute and deliver to Lender an affidavit certifying to Lender (a) that all financial information furnished by or on behalf of Borrower to Lender is accurate and correct in all material respects as of the reporting date(s) thereof and that there have been no material adverse changes since the reporting date(s) thereof; (b) that except as disclosed in writing to Lender and approved by Lender in writing, Borrower is not in default under any material obligation or agreement to which it is a party or by which it or the Property and Collateral is bound; and (c) that, except as disclosed in writing to Lender and approved by Lender in writing, there is no material litigation pending or, to the best of Borrower's knowledge, threatened, against Borrower which could have a material adverse effect on Borrower, the Property or Collateral.
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Closing Affidavit. An affidavit, in form acceptable to Buyer, stating that there are no other parties entitled to possession of any parcel of the Real Property other than Buyer as of the Closing Date.
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Closing Affidavit. The undersigned, Rxxxxxx X. Xxxxxx, the President and COO of MISSION WEST PROPERTIES, INC., a Maryland corporation (“Carveout Indemnitor”), the General Partner of each of MISSION WEST PROPERTIES, L.P., MISSION WEST PROPERTIES, L.P. I, MISSION WEST PROPERTIES, L.X. XX and MISSION WEST PROPERTIES, L.P. III, each a Delaware limited partnership (collectively, “Borrower”), acting in such capacities on behalf of Borrower and Carveout Indemnitor, being duly sworn, does hereby depose and state:
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Closing Affidavit. Seller shall deliver to Purchaser on the date of closing an affidavit stating that, as of the date of closing, there are no outstanding unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; there have been no labor or materials furnished to the Property for which mechanic’s or other liens could be filed; there are no unrecorded leases, contracts, easements or other unrecorded interests of any kind related to the Property (other than the Permitted Exceptions); and there are no contracts or agreements of any nature whatsoever relating to the use or possession of the Property which Purchaser has not approved pursuant to Section 7 hereof.
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Closing Affidavit. At the closing of the Loan, Borrower and Guarantor shall execute and deliver to Agent an affidavit certifying to Lenders: (a) that all financial information furnished by or on behalf of Borrower or Guarantor to Agent is accurate and correct in all material respects as of the reporting date(s) thereof and that there have been no material adverse changes therein since the reporting date(s) thereof; (b) that except as disclosed in writing to Agent and approved by Agent in writing, neither Borrower nor Guarantor is in default under any material obligation or agreement to which it is a party or by which it or the Property is bound; and (c) that, except as disclosed in writing to Agent and approved by Agent in writing, there is no material litigation pending or, to the best of Borrower's and of Guarantor's knowledge, threatened, against Borrower or Guarantor which is not fully covered by insurance.
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Closing Affidavit. At each Closing, City shall furnish Developer with an affidavit (i) testifying to the absence of any claims, encumbrances, taxes, assessments, liens or potential lienors known to City not disclosed in the Title Commitment and Deed, (ii) further attesting that there have been no improvements to the Property by or through City for the ninety (90) day period immediately preceding the date of Closing, the cost of which remains unpaid, (iii) agreeing to take no action prior to recording the Deed which would adversely affect the title to the Property, (iv) testifying that possession of the Property is subject only to those matters accepted by Developer pursuant to the terms hereof, if any, and that City is otherwise in exclusive, peaceable and undisputed possession of the Property, and (v) testifying that there are no actions or proceedings now pending in any state or federal court to which City is a party including, but not limited to, proceedings in bankruptcy, receivership or insolvency, which would affect the Property, the title to the Property or City's ability to close on the sale of the Property to Developer except as disclosed in the Title Commitment. City shall also furnish such other evidence, affidavits or information required by the Title Insurance Company so that the Title Insurance Company will be able to eliminate all standard exceptions from the Title Commitment at Closing, except for taxes for the year of Closing which are not yet due or payable.
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Closing Affidavit. STATE OF FLORIDA ) )SS: COUNTY OF ST. LUCIE ) BEFORE ME, the undersigned authority, personally appeared ____________, as the ________________ of TRADITION OUTLET, LLC, a Florida limited liability company, who is personally known to me, and who, being by me first duly sworn, on oath, deposes and says:
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Related to Closing Affidavit

  • Seller’s Affidavit A customary seller's affidavit in the form ------------------ required by the Title Company;

  • FIRPTA Affidavit A non-foreign affidavit, properly executed and in recordable form, containing such information as is required by IRC Section 1445(b)(2) and its regulations.

  • FIRPTA Seller is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those items are defined in the Internal Revenue Code and Income Tax Regulations).

  • Closing Certificate The Administrative Agent shall have received a certificate of each Loan Party, dated the Closing Date, substantially in the form of Exhibit C, with appropriate insertions and attachments.

  • Opinion of Buyer's Counsel Seller and the Signing Partners shall have received from SFX's in-house counsel an opinion, dated the Closing Date, in form and substance satisfactory to Seller's Counsel, to the effect that: (a) Each of Buyer and SFX is duly organized and validly existing in good standing under the laws of its state of incorporation with all requisite corporate power and authority to own and operate its properties and to conduct the business it is conducting as of the Closing Date and to effect the transactions contemplated by this Agreement; (b) This Agreement and the Closing Documents to which either Buyer or SFX is to be a party have each been duly executed and delivered by Buyer or SFX, as the case may be, and (assuming due and valid authorization, execution and delivery thereof by the other parties) constitute the valid and binding obligations of Buyer or SFX, as the case may be, enforceable in accordance with their terms, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforceability of creditors' rights, or by equitable principles or limiting the enforcement of creditors' rights generally, and all corporate action by Buyer and SFX required to authorize the transactions contemplated hereby and thereby have been taken; and (c) Neither the execution and delivery by Buyer of this Agreement or the Closing Documents nor compliance with any terms and provisions thereof will conflict with or result in a breach of any of the terms, conditions or provisions of the respective Certificates of Incorporation or By-Laws of Buyer or SFX or of any judgment, order, injunction, decree or ruling of any Governmental Body to which Buyer or SFX is subject and of which Buyer's counsel has knowledge, or to the knowledge of such counsel, any other agreement or contract to which Buyer is a party or to which it is subject or constitute a default thereunder. In rendering such opinion such counsel may rely, to the extent such counsel deems such reliance necessary or appropriate as to matters of fact, upon certificates of state officials and of any officer or officers of Buyer, provided the extent of such reliance is specified in the opinion.

  • Closing Escrow The Closing shall take place by means of a so called “New York style” escrow (the “Closing Escrow”), and, at or prior to the Closing, the Parties shall enter into a closing escrow agreement with the Escrow Agent with respect to the Closing Escrow in form and substance reasonably acceptable to Seller, Purchaser and the Escrow Agent (the “Closing Escrow Agreement”) pursuant to which (i) the Purchase Price to be paid by Purchaser pursuant to Section 3.3 shall be deposited with Escrow Agent, (ii) all of the documents required to be delivered by Seller and Purchaser at Closing pursuant to this Agreement shall be deposited with Escrow Agent, and (iii) at Closing, the Purchase Price (as adjusted pursuant to Section 3.1) and the Xxxxxxx Money shall be disbursed to Seller and the documents deposited into the Closing Escrow shall be delivered to Seller and Purchaser (as the case may be) pursuant to the Closing Escrow Agreement.

  • FIRPTA Certificate An affidavit from Contributor certifying pursuant to Section 1445 of the Internal Revenue Code that Contributor is not a foreign corporation, foreign partnership, foreign trust, foreign estate or foreign person (as those terms are defined in the Internal Revenue Code and the Income Tax Regulations promulgated thereunder), in form and substance satisfactory to Acquirer.

  • Opinion of Seller's Counsel Buyer shall receive an opinion of the Seller's counsel, dated the Closing Date, in form and substance reasonably satisfactory to Buyer and its counsel.

  • Closing and Closing Deliveries 27 8.1 Closing...............................................................................27 8.2

  • CONTRACT EXHIBIT I PREFERRED PRICING AFFIDAVIT This preferred-pricing affidavit is entered into in accordance with section 216.0113, F.S., and as required by Contract No. 80101507-21-STC-ITSA (“Contract”) between (“Contractor”) and the Department of Management Services. As the person authorized by Contractor to sign this affidavit, I attest that the Contractor is in full compliance with the preferred-pricing clause of the Contract. Contractor’s Name: By: Signature Printed Name/Title Date: STATE OF COUNTY OF Sworn to (or affirmed) and subscribed before me this day of , by Vendor Name: FEIN# Vendor’s Authorized Representative Name and Title: Address: City, State, and Zip code: Phone Number: ( ) - E-mail: CORPORATE SEAL (IF APPLICABLE) (Print, Type, or Stamp Commissioned Name of Notary Public) [Check One] Personally Known OR Produced the following I.D.

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