Condition Precedent to Closing Sample Clauses
POPULAR SAMPLE Copied 13 times
Condition Precedent to Closing. Notwithstanding anything to the contrary contained herein (but subject to Section 9.1 and 9.3 hereof), it shall be a condition to each party's obligation to close the sale of the Oak Park Real Property, the Oak Park Improvements and all Property related thereto (the “Oak Park Property”), that a closing occur simultaneously with the Closing with respect to (i) Shoppes at Parkland and University Palms in Florida, (ii) Heritage Station in North Carolina, and (iii) Cherokee Plaza, ▇▇▇▇▇ Plains Exchange and ▇▇▇▇▇▇▇▇ Bridge Commons in Georgia (collectively, the “Other Properties”), which Other Properties are the subject to Agreements of Purchase and Sale by and between Affiliates of Seller, as seller, and Purchaser, as purchaser (the “Other Property Agreements”) the parties hereto acknowledging that the Oak Park Property is being sold as a part of the portfolio containing the Oak Park Property and the Other Properties and the parties do not intend to sell or purchase the Oak Park Property or any of the Other Properties as individual assets. Seller intends that the sale of the Oak Park Property, together with the sale of the Other Properties by Affiliates of Seller constitute the sale of property to one buyer as part of one transaction within the meaning of Section 857(b)(6)(E)(vi) of the Internal Revenue Code of 1986, as amended. Furthermore, if either party exercises any right to terminate this Agreement in accordance herewith (except for Seller’s right to terminate this Agreement with respect to the Champions Property pursuant to Section 10.13 below), such party (or its applicable Affiliate) shall simultaneously terminate each of the Other Property Agreements (if such Other Property Agreements are not terminated by their terms), and the ▇▇▇▇▇▇▇ money deposits held under such Other Property Agreements shall be delivered to the party (or its applicable Affiliate) entitled to receive same hereunder. Seller and Purchaser hereby agree that the exercise of a right to terminate under any of the Other Property Agreements shall automatically terminate this Agreement, and the ▇▇▇▇▇▇▇ Money Deposit shall be delivered to the party hereunder who is entitled to receive (or whose applicable Affiliate is entitled to receive) same under such terminated Other Property Agreement. Further, a default under any of the Other Property Agreements shall constitute a default under this Agreement and Seller and Purchaser shall have all rights and remedies provided hereunder as if such de...
Condition Precedent to Closing. The parties acknowledge that satisfaction of the following requirements collectively constitute a Condition Precedent to the closing of COUNTY's sale of the Property to PURCHASER ("Condition Precedent").
Condition Precedent to Closing. The obligations of the Company and the Director Investor to consummate the Closing are subject to the satisfaction or written waiver by both the Company and the Director Investor on or prior to the Closing Date of the following condition:
(i) no laws shall have been adopted or promulgated, and no temporary restraining order, preliminary or permanent injunction or other order issued by a court or other Governmental Body of competent jurisdiction shall be in effect, having the effect of making the purchase of the Shares by the Director Investor and the other transactions contemplated hereby illegal or otherwise prohibiting consummation thereof.
Condition Precedent to Closing. The following conditions must be satisfied prior to the closing of the Merger:
(a) appropriate approvals must be obtained from or notices filed with the Office of the Comptroller of the Currency; and
(b) the merger of First Merchants and Citizens contemplated by the Merger Agreement must occur.
Condition Precedent to Closing. Unless waived by Purchaser, Purchaser will not be obligated to close this transaction unless on or before the end of the Contingency Period Final Approval has occurred. It shall be a condition to Purchaser’s obligation to close (waivable by Purchaser) that the Approvals must be without conditions or restrictions (including the payment of assessments or the posting of security) that are unacceptable to Purchaser, as determined by Purchaser in its sole discretion.
Condition Precedent to Closing. The Township and the Seller acknowledge that the Closing is contingent upon (i) the review and inspection to be conducted by the Township of any and all matters relating to the condition of the Property during the Due Diligence Period as more fully set forth in Article 9 of this Agreement; (ii) Seller’s cure of title defects, if any, in accordance with the provisions of Article 6 of this Agreement; and (iii) continuing availability of funding and continuing legal authority for the acquisition by the Township.
Condition Precedent to Closing. The following conditions must be satisfied prior to the closing of the Merger:
(a) appropriate approvals must be obtained from or notices filed with the Indiana Department of Financial Institutions and the Federal Deposit Insurance Corporation; and
(b) the Holding Company Merger must occur.
Condition Precedent to Closing. Before Closing Date (as defined hereunder), the Seller shall file all applications and take any necessary actions to cancel all real- estate mortgages existing on the Real Property and at the Closing Date shall provide the Buyer with evidence of the authorization to the cancellation of the relevant mortgages.
Condition Precedent to Closing. See insert on pages 21(i) through 21(vi).
Condition Precedent to Closing. Purchaser’s obligation to close the purchase of the Lots is expressly conditioned upon Substantial Completion of the Lots. However, Purchaser may continue with the Closing on any Lot or Lots prior to Substantial Completion of the Lots, and Seller agrees that any such Closing will not be deemed a waiver of the Substantial Completion requirements for the applicable Lots. Seller agrees to sell any Lots prior to Substantial Completion upon request of Purchaser. Seller will continue to have the full responsibility to perform Substantial Completion with respect to Lots which have and have not been closed.