Common use of Conditions Precedent to the Seller's Obligations to Perform Clause in Contracts

Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents to be executed by the Purchaser set forth in Section 9 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; (iv) the Closing shall have occurred under and as defined in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; and (v) the additional matters set forth in Schedule 10 annexed hereto and made a part hereof shall have occurred or been delivered to the Seller, as applicable, at or prior to the Closing.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Witter Dean Realty Income Partnership Iv L P), Purchase and Sale Agreement (Witter Dean Realty Income Partnership Ii Lp), Purchase and Sale Agreement (Witter Dean Realty Income Partnership I Lp)

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Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents required to be executed delivered or caused to be delivered by the Purchaser set forth in Section 9 10 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; and (iv) the Closing Seller shall have occurred under obtained the consents and as defined waivers from the holder of the Continuing Mortgage and the assumption agreement from the Purchaser described in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; second paragraph of Section 8.1 hereof in form and (v) the additional matters set forth in Schedule 10 annexed hereto and made a part hereof shall have occurred or been delivered substance satisfactory to the Seller, as applicable, Seller at or prior to the Closing.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Dean Witter Realty Income Partnership Iii Lp), Purchase and Sale Agreement (Witter Dean Realty Income Partnership Iv L P)

Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents to be executed by the Purchaser set forth in Section 9 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; and (iv) the Closing shall have occurred under and as defined in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; and (v) the additional matters set forth in Schedule 10 SCHEDULE 11 annexed hereto and made a part hereof shall have occurred or been delivered to the Seller, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Witter Dean Realty Income Partnership I Lp)

Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents to be executed by the Purchaser set forth in Section 9 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; (iv) the Closing Ground Lessor shall have occurred under executed and as defined delivered the Ground Lessor's Estoppel Certificate and Consent in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; form attached as Exhibit I and (v) the additional matters set forth in Schedule 10 12 annexed hereto and made a part hereof shall have occurred or been delivered to the Seller, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dean Witter Realty Yield Plus Ii Lp)

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Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct complete as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents to be executed by the Purchaser set forth in Section 9 10 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; and (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; (iv) the Closing shall have occurred under and as defined in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; and (v) the additional matters set forth in Schedule 10 annexed hereto and made a part hereof shall have occurred or been delivered to the Seller, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Witter Dean Realty Income Partnership Ii Lp)

Conditions Precedent to the Seller's Obligations to Perform. The Seller's obligation under this Agreement to sell the Property to the Purchaser is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Purchaser contained herein shall be materially true, accurate and correct as of the Closing Date; (ii) the Purchaser shall have delivered the funds required hereunder and all the documents to be executed by the Purchaser set forth in Section 9 and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Purchaser at or prior to the Closing; and (iii) all consents and approvals of governmental authorities and parties to agreements to which the Purchaser is a party or by which the Purchaser's assets are bound that are required with respect to the consummation of the transactions contemplated by this Agreement shall have been obtained and copies thereof shall have been delivered to the Seller at or prior to the Closing; (iv) the Closing shall have occurred under and as defined in the Other Purchase Agreement, or shall occur simultaneously with the Closing hereunder; and (v) the additional matters set forth in Schedule 10 annexed hereto and made a part hereof shall have occurred or been delivered to the Seller, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dean Witter Realty Yield Plus L P)

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