Closing Contingency. The last sentence of Section 5 of the Agreement is hereby deleted in its entirety and replaced as follows: If the IPO Contingency has not been satisfied by Purchaser on or before October 14, 2010 or if the remaining conditions to Sellers obligation to close set forth in this Section 5 have not been satisfied as of the Closing Date (other than by reason of any Seller’s, Acquired Company’s, Tenant’s, Florida Tenant’s or Manager’s failure to comply in all material respects with any of its obligations under this Agreement), Sellers shall have the right to terminate this Agreement by notifying Purchaser in writing whereupon, provided Purchaser has not exercised the Second Extension Option, Purchaser shall be entitled to a return of the Deposit, less, if Purchaser has exercised the First Extension Option, the First Extension Payment, and thereafter Sellers and Purchaser shall have no further obligations or liabilities hereunder except for those obligations or liabilities which expressly survive the termination of this Agreement.
Closing Contingency. This Agreement will only become effective upon the successful closing of the purchase and sale of the Hotel from an affiliate of Manager to an affiliate of Lessee.
Closing Contingency. Notwithstanding anything contained in this tease to the contrary, Landlord or Tenant shall have the right to terminate this Lease, if Landlord does not on or before January 31. 2002 provide Tenant in form reasonably satisfactory to Tenant, evidence that Landlord has effectuated the purchase of the Development ("Notice of Commencement"). Tenant may exercise its right to terminate this Lease under this Section by delivering thirty (30) days written notice of termination to Landlord on or after January 31, 2002; however, in the event that Landlord's purchase of the Development occurs on or before the end of the aforementioned thirty (30) day period then said notice and right to terminate shall be void and of no further force or effect.
Closing Contingency. The parties acknowledge and agree that, notwithstanding anything to the contrary contained in this Agreement:
Closing Contingency. Close hereunder as soon as practicable upon the reduction of the Cornell Facility from its current balance of about Nine Hundred Fifty Thousand Dollars ($950,000) to a balance of Five Hundred Thousand Dollars ($500,000) and the release of lien by Cornell on the PA Building;
Closing Contingency. Pursuant to that certain Purchase Agreement (the "Purchase Agreement") by and between Nesbxxx X.X.C., as Seller, and Landlord, as Buyer, dated October 13, 1999, a copy of which (with financial terms excised) has been provided to Tenant, Landlord has the right and obligation to purchase the Property upon the substantial completion of the Building by Landlord's seller, Nesbxxx X.X.C. This Lease, and Landlord's obligation hereunder, is contingent upon Landlord closing on its acquisition of the Property. Landlord covenants and agrees that it will perform its obligations as buyer under the Purchase Agreement, and that Landlord will close on its acquisition of the Property, provided that Nesbxxx X.X.C. performs its obligations under the Purchase Agreement. In connection with the foregoing contingency, Landlord represents that (i) Landlord has completed its due diligence with respect to the Property, and, absent any material adverse change with regard to the Property between the date hereof and Closing, the only contingency to Landlord's obligation to close on the acquisition of the Property is that Nesbxxx X.X.C. cause the Improvements (as defined in the Purchase Agreement) to be Substantially Completed (as defined in the Purchase Agreement) in accordance with the provisions of the Purchase Agreement, and (ii) Landlord is not currently aware of any events or circumstances that are likely to prevent the substantial completion of the Base Building or the substantial completion of the Tenant Improvements on or before the Target Commencement Date of June 1, 2000. Moreover, Landlord understands that Tenant has requested a letter from Nesbxxx, X.L.C. whereby Nesbxxx, X.L.C. would agree to assume this Lease and Landlord's obligations hereunder in the event that Landlord fails to acquire the Property from Nesbxxx, X.L.C. Landlord agrees to cooperate with Tenant in all reasonable respects to obtain such a letter, provided, however, that such cooperation shall not require Landlord to pay any out-of-pocket fee, reimbursement or consideration to Nesbxxx X.X.C. in connection therewith, or incur or assume any liabilities or obligations to Nesbxxx, X.L.C. or Tenant, respectively, beyond the liabilities and obligations expressly set forth in the Purchase Agreement and this
Closing Contingency. The Closing shall take place at the offices of CALI, or at such other time and place as the Parties mutually agree upon, but in no event later than October 17, 2005 (the “Closing”). The Parties agree that in the event the Exchange Agreement does not close for any reason then this Agreement shall be null and void and without any liability whatsoever to either Party and without Notice to any Party and shall simply terminate by the passage of time.
Closing Contingency. Notwithstanding anything to the contrary in this Agreement, the Parties’ respective obligations to close the transactions contemplated by this Agreement are contingent upon the simultaneous closing by the Parties of all of the Terminals identified herein, along with the simultaneous closing of the sale and purchase of Exxon Mobil Corporation’s Arcadia, LA terminal under a separate agreement, the closing of the sale and purchase of Mobil Pipe Line Company’s Hearne, TX (West) terminal under a separate agreement, and the closing of the sale and purchase of Mobil Pipeline Company’s Magtex Pipeline System, also under a separate agreement.
Closing Contingency. Closing is contingent upon, and may be delayed by, the City’s receipt of consent by Ambac Assurance Corporation to Amendment No. 1 to the Lease Agreement between the Rancho Canada Financing Authority and the City of Lake Forest, releasing Concourse Park from the lease agreement (“Consent”). City shall notify County if Consent is not received prior to April 8, 2011. Upon receiving Consent, City shall immediately provide County with a written copy of the signed Consent. In the event Consent is received after April 8, 2011, Closing shall occur the day following receipt of Consent by County. Exhibit C
Closing Contingency. Closing shall be contingent upon the following (the following being, collectively, the “Closing Contingency”):
