Conveyance of the Property. Subject to the terms and conditions of this Agreement, the City agrees to convey vacant infill property zoned for residential use in exchange for Developer’s agreement to construct a residence in conformance with building plans submitted and approved by the City.
Conveyance of the Property. At Closing, Seller shall convey the Real Property subject to (i) all Permitted Exceptions, and (ii) all Unpermitted Exceptions which are cured by causing the Title Company to remove or insure over such Unpermitted Exceptions in the Title Policy, but which otherwise are not removed from title.
Conveyance of the Property. Provided that an Event of Default on the part of Developer has not occurred or circumstances exists that with the passage of time and the giving of notice would constitute an Event of Default on the part of Developer, upon the closing of the sale of the applicable townhouse units that were constructed on the CRA Property the CRA shall convey the CRA Property to the Developer. Without limiting the foregoing, the parties acknowledge and agree that the CRA Property may need to be conveyed at different times by separate Deeds depending on the townhouse unit closings. Such conveyance shall be by Special Warranty Deed (the “Deed”) and subject to all matters of record including, but not limited to, the mortgage and any other security documents related to the Construction Loan and otherwise on an “AS-IS” “WHERE-IS” basis with no representations or warranties of any kind whatsoever except for title as set for in the Deed. The Developer acknowledges and agrees that a covenant is to recorded in the Public Records simultaneously with the Deed pursuant to which (i) the Developer agrees to (i) that the Property shall remain a residential townhouse for a minimum period of fifteen (15) years and (ii) if (i) is violated the individual principal members of the Developer agree to pay to the CRA the value of the Property (i.e., $________.00) with such amount amortized on a straight line basis over the fifteen (15) year period, which covenant shall be in form and substance reasonably acceptable to the CRA and its legal counsel; provided, further, that since the Developer is selling the townhouse units to third party end users, the covenant set forth above shall also be supplemented by a guaranty from the Developer and its individual principal members, which guaranty shall be in form and substance reasonably acceptable to the CRA and its legal counsel. The CRA shall also provide an owner’s affidavit as well as other documents reasonably required by the title company to provide Developer with an owner’s title insurance policy. In addition to the foregoing, the Developer agrees to accept title to the Property subject to a perpetual Declaration of Restrictive Covenants prepared by the CRA’s legal counsel and in a form and substance acceptable to the CRA in all respects that provides for, among other things, (a) the maintenance, repair and replacement of the Project so that it remains consistent with the Site Plan for a period of fifteen (15) years and (b) the prohibition of certai...
Conveyance of the Property. The EDC covenants and agrees to convey to the Developer good and indefeasible fee simple title to the Property, free and clear of any liens or other encumbrances, by special warranty deed within ninety (90) days of the Effective Date of this Agreement or consistent with the terms of a real estate sales contract executed by and between the Developer and the EDC.
Conveyance of the Property. At Closing, the Seller shall convey the Real Property to the Purchaser subject only to the Permitted Encumbrances.
Conveyance of the Property. In accordance with the terms and conditions of this Agreement and subject to Palace's performance and satisfaction of the conditions, covenants and obligations contained herein, Seller shall sell to the Operating Partnership all of its right, title and interest in and to the following assets:
(a) the real property described on Schedule 1.1
(a) (the "LAND") and all the buildings, structures, parking areas, landscaping and improvements located on the Land and all fixtures and other property affixed thereto (the "IMPROVEMENTS");
(i) any and all rights, titles, power, privileges, grants, easements, licenses, rights-of-way and interests appurtenant to the Land and the Improvements, including, without limitation, air rights, water and water rights, sanitary sewer rights and capacities, development rights, and rights and interests in and to minerals, oil and gas and other hydro carbons; (ii) any and all rights, titles, power, privileges, grants, easements, licenses, easements, rights-of-way and interests of Seller, either at law or in equity in possession or in expectancy, in and to any real estate lying in the streets, highways, roads, alleys, rights-of-way or sidewalks, open or proposed, in front of, above, over, under, through or adjoining the Land and in and to any strips or gores of real estate adjoining the Land; and (iii) all of Seller's right, title, claim and interest, if any, in and to any and all rights, titles, power, privileges, grants, easements, licenses, rights-of-way and interest appurtenant to or incident to any of the foregoing (the Land and the Improvements and all of the foregoing are sometimes referred to herein as the "REAL PROPERTY");
(c) all personal property, fixtures, equipment, inventory and computer programming and software owned or licensed by Seller and located on any of the Real Property (collectively, the "PERSONAL PROPERTY");
(d) all leases and other agreements with respect to the use and occupancy of the Real Property described in the rent roll attached as Schedule 1.1(d), together with all amendments and modifications thereto and any guaranties provided thereunder (the "LEASES"), and rents, additional rents, reimbursements, profits, income, receipts and the amount deposited (the "SECURITY DEPOSITS") under the Leases in the nature of refundable security for the obligations of the performance of those parties occupying space at the Real Property (the "LESSEES") under such Lease;
(i) all permits, licenses, certificates of occupanc...
Conveyance of the Property. At Closing, Seller shall convey (a) good and indefeasible title to the Real Property subject only to (i) the Permitted Exceptions, and (ii) any Unpermitted Exceptions which are cured by causing the Title Company to remove or insure over such Unpermitted Exceptions in the Title Policy, in accordance with Section 5.3.4, but which otherwise are not removed from title, and (b) the Personal Property, free and clear of all financing liens created by or assumed by Seller (except for the Equipment Leases, which will be subject to the ownership interest of lessor thereunder).
Conveyance of the Property. At Closing, Seller shall convey to Purchaser the Property subject to all Title Exceptions and Survey Defects other than the Unpermitted Exceptions which are cured by causing the Title Company to insure over such Unpermitted Exceptions in the Title Policy, but which otherwise are not removed from title.
Conveyance of the Property. The conveyance of the Property from Sellers to the City shall be for the sum of $10 and shall be made pursuant to a quit claim deed (the “Deed”) that is acceptable in form and content to Sellers and the City. The Closing (as such term is defined in Section 6 of this Memorandum) of said conveyance shall occur on a date that is acceptable to Sellers and the City but in no event later than July 1, 2024. If the Closing has not occurred on or before July 1, 2024, for any reason or no reason whatsoever, this Memorandum shall be deemed to be null and void and of no further force or effect and neither Party shall have any further obligation to the other under this Memorandum.
Conveyance of the Property. The term "Owner" as used herein shall mean and include only the owner or owners at the time in question of the Owner's interest in this Lease so that in the event of any transfer or transfers (by operation of law or otherwise) of Owner's entire interest in this Lease, Owner herein named (and in the case of any subsequent transfers or conveyances, the then transferor) shall be and hereby is automatically freed and relieved, from and after the date of such transfer or conveyance, of all liability in respect of the performance of any covenants or obligations on the part of the Owner contained in this Lease thereafter to be performed. Tenant shall have recourse against the Property for the satisfaction of any remedy it may have against Owner under this Lease.
