Conveyances As Is Sample Clauses

Conveyances As Is. Prior to acquisition of title to any Closing Parcel, Developer shall have made its own examination, inspection and investigation of the condition of such Closing Parcel (including, without limitation, the subsurface thereof, all soil, environmental, engineering and other conditions which may affect construction thereon and/or the development thereof) as it deems necessary or appropriate. Except as provided in this Agreement, the Deed and any other documents executed and delivered by City at any Closing, Developer is entering into this Agreement and purchasing the City Property based upon the results of such inspections and investigations and not in reliance on any statements, representations, or agreements of City not contained in this Agreement, the Deed and any other documents executed and delivered by City at any Closing. Developer acknowledges and agrees that it is acquiring the City Property in an “AS IS” and “WHERE IS” condition, with all faults, except for the representations, warranties and covenants of City as stated in this Agreement, the Deed and any other documents executed and delivered by City at any Closing and that City shall not be responsible or liable to Developer for any conditions affecting the City Property, except for the express representations, covenants and warranties of City set forth in this Agreement, the Deed and any other documents executed and delivered by City at any Closing. Other than with respect to claims arising from City’s breach of this Agreement, the Deed and any other documents executed and delivered by City at any Closing, and except for claims arising as a result of the acts of City or its Council members, officers, employees, representatives and agents which affect the condition of or title to the Property, Developer or anyone claiming by, through or under Developer, hereby fully releases City, its Council members, officers, employees, representatives and agents from any and all claims that it may now have or hereafter acquire against the indemnified parties, for any cost, loss, liability, damage, expense, demand, action or cause of action arising from or related to the condition of the City Property. Developer further acknowledges and agrees that this release shall be given full force and effect according to each of its expressed terms and provisions, including, but not limited to, those relating to unknown and unsuspected claims, damages and causes of action.
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Conveyances As Is. Prior to the Closing, Developer shall have made its own examination, inspection and investigation of the condition of the Property (including, without limitation, the subsurface thereof, all soil, environmental, engineering and other conditions which may affect construction thereon and/or the development thereof) as it deems necessary or appropriate. Except as provided in this Agreement, the Deed and any other documents executed and delivered by City at the Closing, Developer is entering into this Agreement and purchasing the Property based upon the results of such inspections and investigations and not in reliance on any statements, representations, or agreements of City. Developer acknowledges and agrees that it is acquiring the Property in an “AS IS” and “WHERE IS” condition, with all faults, except for the representations, warranties and covenants of City as stated in this Agreement, the Deed and any other documents executed and delivered by City at any Closing and that City shall not be responsible or liable to Developer for any conditions affecting the Property, except for the express representations, covenants and warranties of City set forth in this Agreement, the Deed and any other documents executed and delivered by City at any Closing. Other than with respect to claims arising as a result of the acts of City or its Council members, officers, employees, representatives and agents which affect the condition of or title to the Property, Developer or anyone claiming by, through or under Developer, hereby fully releases City, its Council members, officers, employees, representatives and agents from any and all claims that it may now have or hereafter acquire against the indemnified parties, for any cost, loss, liability, damage, expense, demand, action or cause of action arising from or related to the condition of the Property. Developer further acknowledges and agrees that this release shall be given full force and effect according to each of its expressed terms and provisions, including, but not limited to, those relating to unknown and unsuspected claims, damages and causes of action.
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Related to Conveyances As Is

  • Conveyance Upon performance by the Buyer of the closing obligations specified herein, the Seller shall convey marketable title of the Property to the Buyer by the deed mentioned in Section VIII, including, but not limited to, oil, gas, and other mineral rights, subject only to building and use restrictions, easements, and restrictions of record, if any.

  • Assignments and Transfers No Party may assign any of its rights and benefits or transfer any of its rights, benefits and obligations in respect of any Debt Documents or the Liabilities except as permitted by this Clause 19.

  • AS/IS Conveyance THE PARTIES AGREE THAT, EXCEPT AS MAY BE EXPRESSLY SET FORTH IN THIS AGREEMENT, THE INTERESTS OF THE ANNUAL CONFERENCE IN THE REAL PROPERTY AND PERSONAL PROPERTY SHALL BE CONVEYED TO THE LOCAL CHURCH “AS IS, WHERE IS, WITH ALL FAULTS”, SUCH CONVEYANCES SHALL BE WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED (INCLUDING ANY WARRANTY OF OR WITH RESPECT TO INCOME POTENTIAL, DEVELOPMENT FEASIBILITY, POTENTIAL OR COSTS, OPERATING EXPENSES, USES, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE), AND THE ANNUAL CONFERENCE DOES HEREBY DISCLAIM AND RENOUNCE ANY SUCH REPRESENTATION OR WARRANTY, EXCEPT AS MAY BE EXPRESSLY SET FORTH HEREIN. THE LOCAL CHURCH IS NOT RELYING, AND AGREES THAT IT SHALL NOT RELY, UPON ANY REPRESENTATION, INDUCEMENT OR UNPERFORMED PROMISE OF THE ANNUAL CONFERENCE EXCEPT TO THE EXTENT SUCH INDUCEMENT, REPRESENTATION OR UNPERFORMED PROMISE IS EXPRESSLY SET FORTH HEREIN. THE LOCAL CHURCH HAS BEEN IN SOLE AND EXCLUSIVE POSSESSION OF THE REAL PROPERTY AND THE PERSONAL PROPERTY AND IS FULLY AWARE OF ALL FAULTS AND MATTERS RELATING THERETO.

  • Assignments and Subletting OCCUPANT shall not have the right to assign this Agreement or allow any other person or entity to use or occupy any or all of the FACILITY without the prior written consent of the DISTRICT, which consent may be granted or withheld at the DISTRICT’S sole discretion.

  • CONVEYANCE AND CLOSING Seller shall convey marketable title to the Real Estate by Warranty deed with release of dower right, if any, AND SUBJECT TO THE RIGHTS OF THE TENANTS, if any, under existing leases and state law. Title shall be free and unencumbered as of Closing, except restrictions and easements of record and except the following assessments (certified or otherwise): .

  • Assignment and Transfers Except as the Committee may otherwise permit pursuant to the Plan, the rights and interests of the Participant under this Agreement may not be sold, assigned, encumbered or otherwise transferred except, in the event of the death of the Participant, by will or by the laws of descent and distribution. In the event of any attempt by the Participant to alienate, assign, pledge, hypothecate, or otherwise dispose of the Stock Units or any right hereunder, except as provided for in this Agreement, or in the event of the levy or any attachment, execution or similar process upon the rights or interests hereby conferred, the Company may terminate the Stock Units by notice to the Participant, and the Stock Units and all rights hereunder shall thereupon become null and void. The rights and protections of the Company hereunder shall extend to any successors or assigns of the Company and to the Company’s parents, subsidiaries, and affiliates. This Agreement may be assigned by the Company without the Participant’s consent.

  • Transfers and Reassignments Definitions "Headquarters" means a locality and its contiguous territory in and from which an employee normally works as provided in Attachment B of this Agreement.

  • Assignments and Charges 46 16.1 Assignments 46 16.2 Permitted Charges 46 ARTICLE 17: GOVERNING LAW AND DISPUTE RESOLUTION 47 17.1 Governing Law 47 17.2 Amicable Settlement and Dispute Resolution 47 17.3 Dispute Resolution 47 17.4 Parties to Perform Obligations 48 ARTICLE 18: MISCELLANEOUS PROVISIONS 49 18.1 Amendment 49 18.2 Third Party Beneficiaries 49 18.3 Waiver 49 18.4 Confidentiality 49 18.5 Severability 49 18.6 Notices 50 18.7 Language 50 18.8 Restriction of Shareholders/ Owners’ Liability 51 18.9 Taxes and Duties 51 18.10 No Consequential or Indirect Losses 51 18.9 Order of priority in application 51 18.10 Independent Entity 51 18.13 Compliance with Law 52 Schedule 1: Particulars of the Project 53 Schedule 2: Location of Plant 55 Schedule 3: Plant Layout 56 Schedule 4: Site Drawing 56 Schedule 5: Format for Monthly Power Xxxx 57 Schedule 6: Parameters and Technical Limits of Supply 59 Schedule 7: Technical Limits 60 Schedule 8: Approvals 60 Schedule 9: Testing Procedures 61 Schedule 10: Copy of the Tariff Quoted by the Seller 63 (On Rs 100 Non Judicial Stamp Paper) THIS POWER PURCHASE AGREEMENT [the “Agreement”] is made on the day.......of of …….. at Aizawl Between M/s (Name of Developer), a company incorporated under the Companies Xxx 0000 or the Companies Act, 2013 as applicable, having its registered office at ---------------------------------------- ----- (herein after referred to as “Seller” or “Solar Project Developer/Power Producer/Power Generator”, which expression shall, unless repugnant to the context or meaning thereof, be deemed to include its successors and permitted assigns) as a Party of the FIRST PART; And Power & Electricity Department, Aizawl a Department functioning as an integrated utility and responsible for generation, transmission, distribution and despatching of electric power supply within the state of Mizoram, having its registered office at Kawlphetha Building, New Secretariat Complex, Khatla, Aizawal, Mizoram – 796001 (hereinafter referred to as “P&ED or “Procurer” which expression shall, unless repugnant to the context or meaning thereof, be deemed to include its successors and permitted assigns) as a Party of the SECOND PART; Seller or “Solar Project Developer/Power Producer/Power Generator” and Procurer are individually referred to as ‘Party’ and collectively referred to as ‘Parties’.

  • Reconveyance Upon payment of all sums secured by this Security Instrument, Lender shall request Trustee to reconvey the Property and shall surrender this Security Instrument and all notes evidencing debt secured by this Security Instrument to Trustee. Trustee shall reconvey the Property without warranty to the person or persons legally entitled to it. Such person or persons shall pay any recordation costs. Lender may charge such person or persons a fee for reconveying the Property, but only if the fee is paid to a third party (such as the Trustee) for services rendered and the charging of the fee is permitted under Applicable Law.

  • Assignments The Member may at any time assign in whole or in part its limited liability company interest in the Company. If the Member transfers all of its interest in the Company pursuant to this Section 18, the transferee shall be admitted to the Company upon its execution of an instrument signifying its agreement to be bound by the terms and conditions of this Agreement. Such admission shall be deemed effective immediately prior to the transfer, and, immediately following such admission, the transferor Member shall cease to be a member of the Company.

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