Closing Instruments. At the Closing, the following deliveries shall be made: (a) Seller shall execute and deliver to Purchaser the following: (i) the Deeds (as defined in Section 5(e)); (ii) the Assignment and Assumption of Temporary Encumbrances (as defined in Section 5(d)); (iii) the Assignment of the Conversion Agreement executed by the Province; (iv) Assignment and Assumption of that certain mutual road access agreement by and between Seller and Atlantic Star Forestry Ltd. executed as of June 29, 2006 (the “Mutual Road Access Agreement”); (v) Consents or resolutions of the board of directors of Seller authorizing the transaction contemplated by this Agreement; (vi) Seller’s Closing Certificate; (vii) Affidavits reasonably required by Purchaser’s title insurance company or Purchaser’s counsel, but only to the extent the same are consistent with Seller’s limited warranty of title; (viii) Closing Statement; (ix) Xxxx of Sale (for Personal Property); and (x) Forms required under the Land Registration Act and the Assignment of Conversion Agreement. (xi) The Lender Approval, including a commitment addressed to Purchaser and Seller to record such partial releases sufficient to remove the Credit Agreement as an encumbrance from Purchaser’s title policy. (xii) Clearance letters in respect of worker’s compensation, HST and employee source deduction. (xiii) All other documents which are required and which the Purchaser has reasonably requested on or before the Closing Date to give effect to this transaction. (b) Purchaser shall execute, if applicable, and deliver to Seller the following: (i) The Purchase Price and Purchaser’s share of closing costs and prorations by wire transfer; (ii) the Assignment and Assumption of Temporary Encumbrances; (iii) the Assignment of the Conversion Agreement; (iv) the Assignment of the Mutual Road Access Agreement; (v) Consents or resolutions of the board of directors of Purchaser authorizing the transaction contemplated by this Agreement; (vi) Purchaser’s Closing Certificate; (vii) Affidavits required by the title insurance company, if any; and
Appears in 1 contract
Samples: Timberland Purchase and Sale Agreement (Neenah Paper Inc)
Closing Instruments. At the Closing, the following deliveries shall be made:
: (a) Seller shall execute and deliver to Purchaser Buyer the following:
: (i) the Deeds (as defined in Section 5(e4(g));
; (ii) the Assignment and Assumption of Temporary Encumbrances Agreement (as defined in Section 5(d5(c));
; (iii) the Assignment of the Conversion Agreement executed by the Province;
(iv) Assignment and Assumption of that certain mutual road access agreement by and between Seller and Atlantic Star Forestry Ltd. executed as of June 29, 2006 (the “Mutual Road Access Agreement”);
(v) Consents or resolutions of the board of directors of Seller authorizing the transaction contemplated by this Agreement;
; (viiv) Seller’s Certificate of Non-Foreign Status; (v) Seller’s Closing Certificate;
; (viivi) Affidavits reasonably required by Purchaser’s the title insurance company or Purchaser’s counselcompany, but only to the extent the same are consistent with Seller’s limited warranty of title;
; (viiivii) Closing Statement;
; (ixviii) Xxxx of Sale (for Personal Property); and
and (ix) Titles for vehicles (if any) (x) Forms required under the Land Registration Act and the Assignment of Conversion Agreement.
(xi) The Lender ApprovalIf applicable, including a commitment addressed to Purchaser and Seller to record such partial releases sufficient to remove the Credit Agreement as an encumbrance from Purchaser’s title policy.
(xii) Clearance letters in respect of worker’s compensation, HST and employee source deduction.
(xiii) All certificates or other documents which are required and which evidencing the Purchaser has reasonably requested on or before transfer of ownership of the Closing Date ET Equity Interests to give effect to this transaction.
Purchaser, duly executed in blank for transfer. (b) Purchaser shall execute, if applicable, and deliver to Seller the following:
: (i) The Cash in the amount of the Purchase Price and Purchaser’s share of closing costs and prorations by wire transfer;
prorations; (ii) the Assignment and Assumption of Temporary Encumbrances;
Agreement; (iii) the Assignment of the Conversion Agreement;
(iv) the Assignment of the Mutual Road Access Agreement;
(v) Consents or resolutions of Plum Creek Timber Company, Inc., sole member of the board of directors general partner of Purchaser authorizing the transaction Transaction contemplated by this Agreement;
; (viiv) Purchaser’s Closing Certificate;
; (viiv) Affidavits required by the title insurance company, if any; and(vi) Closing Statement; (vii) If applicable, the 1031 transactional documents.
Appears in 1 contract
Samples: Real Estate Purchase and Sale Agreement (Plum Creek Timber Co Inc)
Closing Instruments. At the Closing, the following deliveries shall be made:
(a) Seller shall execute and deliver to Purchaser Escrow Agent the followingfollowing on or before Closing Date:
(i) the Deeds (as defined in Section 5(e))Deeds;
(ii) the Assignment and Assumption of Temporary Encumbrances (as defined in Section 5(d))Agreement;
(iii) the Assignment of the Conversion Agreement executed by the ProvinceEscrow instructions;
(iv) Assignment and Assumption Certified copies of that certain mutual road access agreement by and between Seller and Atlantic Star Forestry Ltd. executed as of June 29organizational documents, 2006 (the “Mutual Road Access Agreement”)if required;
(v) Consents or resolutions of the board of directors of Seller authorizing the transaction Transaction contemplated by this Agreement;
(vi) Seller’s Closing CertificateCertificate of Non-Foreign Status;
(vii) Affidavits reasonably required by Purchaser’s title insurance company or Purchaser’s counsel, but only to the extent the same are consistent with Seller’s limited warranty Closing Certificate as to Seller’s warranties being true and correct as of titleClosing;
(viii) Affidavits required by the title insurance company;
(ix) Certificates of Good Standing for the States of Delaware and where the Property is located;
(x) Closing Statement;
(ixxi) Incumbency Certificate;
(xii) Xxxx of Sale (for Personal Property); and
(x) Forms required under the Land Registration Act and the Assignment of Conversion Agreement.
(xi) The Lender Approval, including a commitment addressed to Purchaser and Seller to record such partial releases sufficient to remove the Credit Agreement as an encumbrance from Purchaser’s title policy.
(xii) Clearance letters in respect of worker’s compensation, HST and employee source deduction.;
(xiii) All other documents which are required and which Title (for the Purchaser has reasonably requested on or before the Closing Date to give effect to this transactiontruck).
(b) Purchaser shall execute, if applicable, and deliver to Seller Escrow Agent the following:following on or before 8:00 am PST on the Closing Date.
(i) The Cash in the amount of the Purchase Price and Purchaser’s share of closing costs and prorations by wire transferprorations;
(ii) the Assignment and Assumption of Temporary EncumbrancesAgreement;
(iii) the Assignment of the Conversion AgreementEscrow instructions;
(iv) the Assignment Certified copies of the Mutual Road Access Agreementorganizational documents, if required;
(v) Consents or resolutions of the board of directors of Purchaser authorizing the transaction Transaction contemplated by this Agreement;
(vi) Purchaser’s Closing CertificateCertificate as to Purchaser’s warranties being true and correct as of Closing;
(vii) Affidavits required by the title insurance company, if any; and;
(viii) Certificates of Good Standing for the States of Delaware and where the Property is located, if required;
(ix) Closing Statement;
(x) Incumbency Certificate;
(xi) If applicable, the 1031 transactional documents.
Appears in 1 contract
Closing Instruments. At the Closing, the following deliveries shall be made:
(a) Seller shall execute and deliver to Purchaser Escrow Agent the followingfollowing on or before Closing Date:
(i) the Deeds (as defined in Section 5(e))Deeds;
(ii) the Assignment and Assumption of Temporary Encumbrances (as defined in Section 5(d))Agreement;
(iii) the Assignment of the Conversion Agreement executed by the ProvinceEscrow instructions;
(iv) Assignment and Assumption Certified copies of that certain mutual road access agreement by and between Seller and Atlantic Star Forestry Ltd. executed as of June 29organizational documents, 2006 (the “Mutual Road Access Agreement”)if required;
(v) Consents or resolutions of the board of directors of Seller authorizing the transaction Transaction contemplated by this Agreement;
(vi) Seller’s Closing CertificateCertificate of Non-Foreign Status;
(vii) Affidavits reasonably required by Purchaser’s title insurance company or Purchaser’s counsel, but only to the extent the same are consistent with Seller’s limited warranty Closing Certificate as to Seller’s warranties being true and correct as of titleClosing;
(viii) Affidavits required by the title insurance company;
(ix) Certificates of Good Standing for the States of Delaware and where the Property is located;
(x) Closing Statement;
(ixxi) Xxxx Incumbency Certificate;
(xii) Bxxx of Sale (for Personal Property); and
(x) Forms required under the Land Registration Act and the Assignment of Conversion Agreement.
(xi) The Lender Approval, including a commitment addressed to Purchaser and Seller to record such partial releases sufficient to remove the Credit Agreement as an encumbrance from Purchaser’s title policy.
(xii) Clearance letters in respect of worker’s compensation, HST and employee source deduction.;
(xiii) All other documents which are required and which Title (for the Purchaser has reasonably requested on or before the Closing Date to give effect to this transactiontruck).
(b) Purchaser shall execute, if applicable, and deliver to Seller Escrow Agent the following:following on or before 8:00 am PST on the Closing Date.
(i) The Cash in the amount of the Purchase Price and Purchaser’s share of closing costs and prorations by wire transferprorations;
(ii) the Assignment and Assumption of Temporary EncumbrancesAgreement;
(iii) the Assignment of the Conversion AgreementEscrow instructions;
(iv) the Assignment Certified copies of the Mutual Road Access Agreementorganizational documents, if required;
(v) Consents or resolutions of the board of directors of Purchaser authorizing the transaction Transaction contemplated by this Agreement;
(vi) Purchaser’s Closing CertificateCertificate as to Purchaser’s warranties being true and correct as of Closing;
(vii) Affidavits required by the title insurance company, if any; and;
(viii) Certificates of Good Standing for the States of Delaware and where the Property is located, if required;
(ix) Closing Statement;
(x) Incumbency Certificate;
(xi) If applicable, the 1031 transactional documents.
Appears in 1 contract
Samples: Real Estate Purchase and Sale Agreement (Greif Inc)
Closing Instruments. At the Closing, the following deliveries shall be made:
(a) Seller shall execute and deliver to Purchaser Escrow Agent the followingfollowing on or before Closing Date:
(i) the Deeds (as defined in Section 5(e));Deeds
(ii) the Assignment and Assumption of Temporary Encumbrances (as defined in Section 5(d))Agreement;
(iii) the Assignment of the Conversion Agreement executed by the ProvinceEscrow instructions;
(iv) Assignment and Assumption Certified copies of that certain mutual road access agreement by and between Seller and Atlantic Star Forestry Ltd. executed as of June 29organizational documents, 2006 (the “Mutual Road Access Agreement”)if required;
(v) Consents or resolutions of the board of directors of Seller authorizing the transaction Transaction contemplated by this Agreement;
(vi) Seller’s Closing CertificateCertificate of Non-Foreign Status;
(vii) Affidavits reasonably required by Purchaser’s title insurance company or Purchaser’s counsel, but only to the extent the same are consistent with Seller’s limited warranty Closing Certificate as to Seller’s warranties being true and correct as of titleClosing;
(viii) Affidavits required by the title insurance company;
(ix) Certificates of Good Standing for the States of Delaware and where the Property is located;
(x) Closing Statement;
(ixxi) Incumbency Certificate;
(xii) Xxxx of Sale (for Personal Property); and
(x) Forms required under the Land Registration Act and the Assignment of Conversion Agreement.
(xi) The Lender Approval, including a commitment addressed to Purchaser and Seller to record such partial releases sufficient to remove the Credit Agreement as an encumbrance from Purchaser’s title policy.
(xii) Clearance letters in respect of worker’s compensation, HST and employee source deduction.;
(xiii) All other documents which are required and which Title (for the Purchaser has reasonably requested on or before the Closing Date to give effect to this transactiontruck).
(b) Purchaser shall execute, if applicable, and deliver to Seller Escrow Agent the following:following on or before 8:00 am PST on the Closing Date.
(i) The Cash in the amount of the Purchase Price and Purchaser’s share of closing costs and prorations by wire transferprorations;
(ii) the Assignment and Assumption of Temporary EncumbrancesAgreement;
(iii) the Assignment of the Conversion AgreementEscrow instructions;
(iv) the Assignment Certified copies of the Mutual Road Access Agreementorganizational documents, if required;
(v) Consents or resolutions of the board of directors of Purchaser authorizing the transaction Transaction contemplated by this Agreement;
(vi) Purchaser’s Closing CertificateCertificate as to Purchaser’s warranties being true and correct as of Closing;
(vii) Affidavits required by the title insurance company, if any; and;
(viii) Certificates of Good Standing for the States of Delaware and where the Property is located, if required;
(ix) Closing Statement;
(x) Incumbency Certificate;
(xi) If applicable, the 1031 transactional documents.
Appears in 1 contract
Samples: Real Estate Purchase and Sale Agreement (Plum Creek Timber Co Inc)