Conditions to Close of Escrow. Upon the performance of each of their respective obligations stated in this Agreement that are to be performed prior to the Close Date and in addition to all other conditions stated in this Agreement, escrow shall not close and funds shall not be released until all of the following conditions are satisfied:
Conditions to Close of Escrow. The obligations of Seller and Purchaser to close the transaction shall be subject to the satisfaction, or waiver in writing by the Party benefited thereby, of each of the following conditions:
2.4.1 For the benefit of Seller, Purchaser shall have deposited the balance of the Purchase Price, together with such funds as are necessary to pay for costs, including any outstanding costs owed to Seller for appraisals, expenses and prorations payable by Purchaser hereunder.
2.4.2 For the benefit of Seller, all actions and deliveries to be undertaken or made by Purchaser on or prior to the Close of Escrow as set forth herein shall have occurred, as reasonably determined by Seller.
2.4.3 For the benefit of Purchaser, all actions and deliveries to be undertaken or made by Seller on or prior to the Close of Escrow shall have occurred, as reasonably determined by Purchaser.
2.4.4 For the benefit of Seller and Purchaser, all approvals as required herein to be obtained prior to the Close of Escrow shall have been so obtained.
2.4.5 For the benefit of Seller, Purchaser shall have executed and delivered to Escrow Holder all documents and funds required to be delivered to Escrow Holder and Purchaser shall otherwise have satisfactorily complied with its obligations hereunder.
2.4.6 For the benefit of Purchaser, Seller shall have executed and delivered to Escrow Holder all documents and funds required to be delivered to Escrow Holder under the terms of this Agreement and Seller shall otherwise have satisfactorily complied with its obligations hereunder.
2.4.7 For the benefit of Seller, the representations and warranties of Purchaser contained in this Agreement shall be true and correct in all material respects as of the Close of Escrow.
2.4.8 For the benefit of Purchaser, the representations and warranties of Seller contained in this Agreement shall be true and correct in all material respects as of the Close of Escrow.
2.4.9 For the benefit of Purchaser, Title Company shall be irrevocably committed to issuing in favor of Purchaser the Title Policy, in form and substance, and with endorsements reasonably acceptable to Purchaser. Notwithstanding anything to the contrary contained herein, the effectiveness and enforceability of this Agreement is subject to the approval of Seller’s Governing Board, Oversight Board, and, if required, the California Department of Finance, all as provided in Section 13 of the Option. If all the foregoing conditions have not been met to the benefitt...
Conditions to Close of Escrow. The Funds shall not be disbursed and none of the documents delivered hereunder shall be recorded (or filed) or delivered to any person or entity until each of the following conditions is satisfied:
(1) You have received all of the Funds (and have determined that you have received funds sufficient to pay all amounts noted on the Closing Statement) and you are unconditionally and irrevocably prepared to wire or otherwise disburse the same in accordance with paragraph D below.
(2) You have received the Documents and are unconditionally and irrevocably prepared to record and/or file the Deed with the official records of San Mateo County.
(3) You are unconditionally and irrevocably prepared to issue to Buyer an Owner's Policy on the terms required by the Purchase Agreement and in the form of the pro forma negotiated between you and Buyer.
(4) You have received all information necessary for filing the forms (the “Information Returns”) then required to be filed pursuant to Section 6045 of the Internal Revenue Code with respect to the transactions contemplated by the Purchase Agreement (including Seller's written approval of the amount of gross proceeds to be shown on the Information Returns) and you are unconditionally and irrevocably prepared to serve as the designated “reporting person” (with such term having the meaning prescribed in §1.6045‑4(a) of the Regulations) in accordance with §1.6045‑4(e)(5) of the Regulations and, accordingly, (a) file all information returns required under the Regulations in respect of such transactions, and (b) furnish to the Seller any statements required under the Regulations in respect of such transactions. L-2
(5) You have received written authorization (which may be provided by e-mail) from each of the following: (a) Seller or a Seller's Closing Representative. “Seller's Closing Representative” means Xxxxxx Xxxx of Seller or Xxxxxx Xxxxxx or Xxxx X. Xxxxx of Xxxxx Xxxxx LLP; and (b) Buyer or a Buyer's Closing Representative. “Buyer's Closing Representative” means Xxxxx X. XxXxxx of Buyer or Xxxxxxx Xxxxxx or Xxxxxx Xxx of Xxxx Xxxxx LLP. Without limitation on paragraph J below, Buyer and Seller agree, as between themselves, that the delivery of the foregoing authorizations is not an additional condition to the obligation of Buyer or Seller to close the sale contemplated by the Purchase Agreement (the conditions to Closing being set forth in the Purchase Agreement). The purpose of the foregoing authorizations is simply to enabl...
Conditions to Close of Escrow. (a) Conditions to Buyer's Obligations. The Close of Escrow and --------------------------------- Buyer's obligation to consummate the transaction contemplated by this Agreement are subject to the satisfaction of the following conditions (or Buyer's written waiver thereof, it being agreed that Buyer may waive in writing any or all of such conditions) for Buyer's benefit on or prior to the dates designated below for the satisfaction of such conditions. Whether or not Buyer terminates this Agreement and the Escrow due to the nonsatisfaction of any such conditions, Buyer shall not be entitled to the return of the Deposit and all interest accrued thereon except in accordance with Paragraph 3(a) above.
Conditions to Close of Escrow. This Escrow shall not close, funds shall not be released from Escrow, and title shall not be conveyed to Buyer UNTIL ALL OF THE FOLLOWING CONDITIONS HAVE BEEN MET:
10.1 Seller has complied with the purchase money requirements of Business and Professions Code Sections 11013, 11013.1, 11013.2 or 11013.4 as applicable, and Buyer will be provided a policy of title insurance showing that the Property is free and clear of any blanket encumbrances as defined in Section 11013. For purposes of compliance with Section 11013.2(a), a release from a blanket encumbrance resulting from a deed of trust or mortgage shall require both of the following:
10.2 Escrow holder has received written notice from the title insurance company that each and every money encumbrance, including without limitation any mortgage or deed of trust filed for record prior to the time of recording of the Declaration of Covenants, Conditions, Restrictions and Reservation of Easements ("CC&Rs"), has been either expressly reconveyed or subordinated to the CC&Rs; and
10.3 Either: (a) an instrument has been duly recorded unconditionally reconveying and releasing the property being sold or leased from the lien or charge of such deed of trust; or (b) Buyer is notified that an agreement or demand constituting a release agreement as defined in Regulation 2791.1(b)(2)(A) has been duly deposited with Escrow Holder and is available to Buyer on request for each such deed of trust, and Buyer will be provided a policy of title insurance insuring Buyer against loss by reason of each such deed of trust.
10.4 All common facilities and improvements for the Project have been completed and a Notice of Completion as defined in California Civil Code Section 8182 has been recorded or the Seller has submitted a bond or other security acceptable to the Department of Real Estate under the provisions of Section 11018.5(a)(2) of the Business and Professions Code to assure lien-free completion of all Common Area amenities and facilities and residential structures in this Project, and until either (i) the statutory period for recordation of all mechanics lien claims has expired, after the recordation of a valid Notice of Completion as defined in Section 8182 of the California Civil Code; or (ii) Seller has provided the Homeowners Association with a policy of title insurance with provisions guaranteeing against such claims..
Conditions to Close of Escrow a. Buyer’s obligation to purchase the Property and close Escrow is subject to and conditioned upon the satisfaction of the following conditions on or before the Close of Escrow:
i. The Title Company shall be committed to issue the Title Policy to Buyer in accordance with the requirements of Section 9 above;
ii. The physical condition of the Property shall not have changed in any material, adverse manner between the end of the Due Diligence Period and the Close of Escrow;
iii. The representations and warranties of Seller under Section 7 above shall be true and correct on the Closing Date, and Seller shall not be in material breach of any such representation or warranty given by Seller;
iv. Seller shall not otherwise be in default in the performance of any of its material obligations under this Agreement.
b. Seller’s obligation to sell the Property and close the Escrow is subject to and conditioned upon the satisfaction of the following conditions on or before the Close of Escrow:
i. The representations and warranties of Buyer under Section 8 above shall be true and correct on the Closing Date, and Buyer shall not be in material breach of any such representation or warranty given by Buyer;
ii. Buyer shall have deposited into the Escrow all funds required to pay the Purchase Price and Buyer’s share of pro-rations and closing costs;
iii. the Title Company shall be committed to issue the Title Policy to Buyer in accordance with the requirements of Section 9 above; and
iv. Buyer shall not be in default of any other obligation of Buyer under this Agreement.
Conditions to Close of Escrow. The close of escrow and the obligation of the parties to purchase and sell the real property is expressly subject to the following conditions precedent:
(a) The conveyance to Lessee of good and marketable title to the property, subject only to the exceptions to title referred to hereinabove, as evidenced by a standard form CLTA title insurance policy issued by Escrow Holder in the full amount of the purchase price.
(b) Payment by Lessee to Lessor, through escrow, of the purchase price, either in cash or Lessee’s Promissory Note and Deed of Trust, at close of escrow.
(c) The absence of any default by Lessee under the above Lease, or under this Option to Buy.
Conditions to Close of Escrow. The obligations of City and Developer under this Agreement to close Escrow shall be subject to the satisfaction (or express written waiver by the benefited Party) of each of the following conditions.
Conditions to Close of Escrow. (1) DISTRICT's Conditions
(a) Governmental Approvals and School Property Review
(b) Environmental Condition
(c) Title Insurance
(d) Deed
(e) Performance by CITY
(f) Additional Deliveries
(2) CITY'(s) Conditions
(a) Override Resolution
(b) Resolution of Litigation
Conditions to Close of Escrow. (a) Conditions to Buyer's Obligations. The Close of Escrow and Buyer's obligations to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following conditions (or Buyer's waiver thereof) which are for Buyer's sole benefit, on or prior to the dates designated below for the satisfaction of such conditions, or the Close of Escrow in absence of a specified date:
