Compliance with Subdivision Map Act Sample Clauses

Compliance with Subdivision Map Act. Nothing in this Agreement shall be construed to require the purchase or sale of any land that is not a legal parcel under the California Subdivision Map Act. The provisions of this Section may not be waived by either party or both parties under any circumstances.
Sample 1
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Compliance with Subdivision Map Act. In addition to the conditions set forth in Sections 9.5 and 9.6, it shall be a condition to the Closing for the benefit of both Optionor and Optionee that the conveyance of the PG&E Option Property or the Phase I Option Property, as the case may be, shall comply fully with the requirements of the California Subdivision Map Act (California Government Code Section 66410 et seq.) (the "Map Act"), or shall be exempt therefrom. Optionor and Optionee hereby agree that they shall cooperate reasonably with one another in causing the conveyance of the PG&E Option Property or the Phase I Option Property, as the case may be, to comply with the requirements of the Map Act or to be exempt therefrom. If reasonably necessary to cause the conveyance of the PG&E Option Property or the Phase I Option Property, as the case may be, to comply fully with the Map Act or to be exempt therefrom, Optionor shall use commercially reasonable efforts to assign to Buyer all of the right, title and interest which Optionor then has under the existing agreements between Optionor and PG&E for the acquisition of the PG&E Option Property or the Phase I Option Property, as the case may be, by Optionor, in a good faith effort to prevent any delay in the Closing Date.
Sample 1
Compliance with Subdivision Map Act. Notwithstanding anything stated to the contrary in the Purchase Agreement, as a condition to the Closing and Purchaser’s obligation to consummate the transaction contemplated by the Purchase Agreement, the Land (or any parcel thereof), to be transferred to Purchaser in accordance with the terms and provisions of the Purchase Agreement shall constitute lawfully created parcels under all subdivision laws governing the Land (collectively, the “Subdivision Laws”) as to enable the Title Company to endorse the Approved Title Policy with an ALTA 26 endorsement (“Subdivision Endorsement”) at Closing. Seller hereby covenants and agrees, to the extent necessary, to use commercially reasonable efforts, at its sole cost and expense, to obtain a certificate of compliance from the appropriate governing agency evidencing the Land’s (or any parcel thereof) compliance with the Subdivision Laws. In the event the Land (or any parcel thereof) does not comply with the Subdivision Laws and/or the Title Company is unable to issue the Subdivision Endorsement, then Purchaser shall have the option, upon two (2) business days written notice to the Seller, to extend the Closing Date one or more times for a period not to exceed sixty (60) days in the aggregate in order to attempt to (with no obligation to do so) cause (a) the Land (or any parcel thereof) to comply with the Subdivision Laws, and/or (b) the Title Company to issue the Subdivision Endorsement.
Sample 1

Related to Compliance with Subdivision Map Act

  • Compliance with Statutes The Borrower and its Subsidiaries are in compliance in all material respects with all applicable statutes, regulations and orders of, and all applicable restrictions imposed by, all governmental bodies and have all necessary permits, licenses and other necessary authorizations with respect to the conduct of their businesses and the ownership and operation of their properties except where the failure to so comply or hold such permits, licenses or other authorizations could not reasonably be expected to have a Material Adverse Effect.

  • Compliance with Tax Laws The Trustee hereby agrees to comply with all U.S. Federal income tax information reporting and withholding requirements applicable to it with respect to payments of premium (if any) and interest on the Debt Securities, whether acting as Trustee, Registrar, paying agent or otherwise with respect to the Debt Securities.

  • Compliance with Certain Laws The Mortgage Rate (exclusive of any default interest, late charges, yield maintenance charge, or prepayment premiums) of such Mortgage Loan complied as of the date of origination with, or was exempt from, applicable state or federal laws, regulations and other requirements pertaining to usury.

  • Compliance with Sanctions (i) The Company represents that neither the Company nor any of its subsidiaries nor, to the knowledge of the Company, any director, officer, employee, agent, affiliate or representative of the Company or any of its subsidiaries, is an individual or entity (“Person”) that is, or is owned or controlled by a Person that is:

  • Compliance with Other Laws Secured Party may comply with any applicable state or federal law requirements in connection with a disposition of the Collateral and compliance will not be considered adversely to affect the commercial reasonableness of any sale of the Collateral.

  • Compliance with Cuba Act The Company has complied with, and is and will be in compliance with, the provisions of that certain Florida act relating to disclosure of doing business with Cuba, codified as Section 517.075 of the Florida statutes, and the rules and regulations thereunder (collectively, the "Cuba Act") or is exempt therefrom.

  • Compliance with Act The holder of this Warrant, by acceptance hereof, agrees that this Warrant, and the shares of Series Preferred to be issued upon exercise hereof and any Common Stock issued upon conversion thereof are being acquired for investment and that such holder will not offer, sell or otherwise dispose of this Warrant, or any shares of Series Preferred to be issued upon exercise hereof or any Common Stock issued upon conversion thereof except under circumstances which will not result in a violation of the Act or any applicable state securities laws. Upon exercise of this Warrant, unless the Shares being acquired are registered under the Act and any applicable state securities laws or an exemption from such registration is available, the holder hereof shall confirm in writing that the shares of Series Preferred so purchased (and any shares of Common Stock issued upon conversion thereof) are being acquired for investment and not with a view toward distribution or resale in violation of the Act and shall confirm such other matters related thereto as may be reasonably requested by the Company. This Warrant and all shares of Series Preferred issued upon exercise of this Warrant and all shares of Common Stock issued upon conversion thereof (unless registered under the Act and any applicable state securities laws) shall be stamped or imprinted with a legend in substantially the following form: “THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 7 OF THE WARRANT UNDER WHICH THESE SECURITIES WERE ISSUED, DIRECTLY OR INDIRECTLY.” Said legend shall be removed by the Company, upon the request of a holder, at such time as the restrictions on the transfer of the applicable security shall have terminated. In addition, in connection with the issuance of this Warrant, the holder specifically represents to the Company by acceptance of this Warrant as follows:

  • Compliance with OFAC None of the Company and its Subsidiaries or, to the Company’s knowledge, any director, officer, agent, employee or affiliate of the Company and its Subsidiaries or any other person acting on behalf of the Company and its Subsidiaries, is currently subject to any U.S. sanctions administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”), and the Company will not, directly or indirectly, use the proceeds of the Offering hereunder, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other person or entity, for the purpose of financing the activities of any person currently subject to any U.S. sanctions administered by OFAC.

  • Compliance with Foreign Laws The Company will comply with all applicable securities and other applicable laws, rules and regulations in each foreign jurisdiction in which the Directed Shares are offered in connection with the Directed Share Program.

  • Compliance with Certain Laws and Regulations If any Unregistered Securities or Coupon Securities are to be issued in any Series of Securities, the Company will use reasonable efforts to provide for arrangements and procedures designed pursuant to then applicable laws and regulations, if any, to ensure that Unregistered Securities or Coupon Securities are sold or resold, exchanged, transferred and paid only in compliance with such laws and regulations and without adverse consequences to the Company.

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