Common use of CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE Clause in Contracts

CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date. (c) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement. (d) District shall have delivered (or caused to be delivered) the original, executed documents required to be delivered pursuant to Section 6.2.1 herein. (e) As of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions.

Appears in 13 contracts

Samples: Property Disposition Agreement, Property Disposition Agreement, Property Disposition Agreement

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CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date. (c) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement. (d) District shall have delivered (or caused to be delivered) the original, executed documents required to be delivered pursuant to Section 6.2.1 herein. (e) As of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions. (g) The District shall have committed debt financing necessary to construct the Project.

Appears in 1 contract

Samples: Property Disposition Agreement

CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District at or prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date. (c) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement. (d) District shall have delivered (or caused to be delivered) the original, executed documents required to be delivered pursuant to Section 6.2.1 herein. (e) As of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions.

Appears in 1 contract

Samples: Property Disposition Agreement

CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date. (c) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement. (d) District shall have delivered (or caused to be delivered) the original, executed executed, and, where applicable, notarized documents required to be delivered pursuant to Section 6.2.1 herein. (e) As of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions.

Appears in 1 contract

Samples: Property Disposition Agreement

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CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date.; (cb) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement.; (c) this Agreement shall not have been previously terminated pursuant to any provision hereof; (d) District shall have delivered (or caused to be delivered) the original, executed documents required to be delivered pursuant to Section 6.2.1 herein.; (e) As as of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions.;

Appears in 1 contract

Samples: Land Disposition and Development Agreement

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