Common use of COSTS AND ALLOCATIONS Clause in Contracts

COSTS AND ALLOCATIONS. PURCHASER shall pay the costs and expenses related to the UCC and other searches. PURCHASER shall pay the costs and expenses related to any environmental Phase I ordered by PURCHASER. PURCHASER shall pay all expenses related to PURCHASER’s updated survey and PURCHASER’s policy of owner’s title insurance, as well as all fees for endorsements, unless the Closing does not occur due to SELLER’s breach, in which case SELLER shall pay all survey costs, title search costs and title cancellation charges in accordance with Section 10.2 hereof. SELLER shall pay all costs necessary for the recording of documents necessary to clear title to the Property. PURCHASER shall pay for the recording of the Deed. PURCHASER shall pay all grantor’s taxes, transfer or conveyance taxes, deed stamps and similar taxes in connection with the transfer of the Property by Deed (jointly and severally, the “Conveyance Taxes”). PURCHASER shall indemnify SELLER from and against any claims (“Claims”) made by the taxing authorities with respect to the Conveyance Taxes applicable to the transfer of the Property by Deed pursuant to this Agreement and not paid by PURCHASER. SELLER shall provide PURCHASER with a copy of any notice, deficiency assessment, or other writing received by SELLER from the relevant taxing authorities with respect to such Claims for Conveyance Taxes within ten (10) business days after SELLER’S receipt thereof, and PURCHASER shall have the right to defend SELLER against any such Claims with respect to Conveyance Taxes with counsel of PURCHASER’S choice reasonably satisfactory to SELLER. SELLER shall also pay any and all costs, fees, premiums, principal, interest, penalties and expenses relating to and necessary for the satisfaction, termination, discharge and/or defeasance of the Financing Liens. SELLER and PURCHASER shall share equally the Escrow Agent’s reasonable fees (if any) in connection with the Closing, except with respect to any fees, costs and expenses concerning any tax-deferred exchange, if any, which shall be paid solely by SELLER. All other costs not specifically addressed herein shall be borne by the party incurring such cost. This Section 13 shall survive the Closing and the delivery of the Deed.

Appears in 3 contracts

Samples: Assignment and Assumption Agreement, Assignment and Assumption Agreement (Sovran Self Storage Inc), Assignment and Assumption Agreement (Sovran Self Storage Inc)

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COSTS AND ALLOCATIONS. PURCHASER shall pay the costs and expenses related to the UCC and other searches, as well as fees, costs and expenses related to the XXX Documents and financial assistance provided by the XXX to PURCHASER. PURCHASER shall pay the costs and expenses related to any environmental Phase I ordered by PURCHASER. PURCHASER shall pay all expenses related to PURCHASER’s updated survey and PURCHASER’s policy of owner’s title insurance, as well as all fees for endorsements, unless the Closing does not occur due to SELLER’s breach, in which case SELLER shall pay all survey costs, title search costs and title cancellation charges in accordance with Section 10.2 hereof. SELLER shall pay all costs necessary for the recording of documents necessary to clear title to the Property. PURCHASER shall pay for the recording of the DeedDeed and the filing of the RP-5217 transfer report (equalization) forms and T.P. 584 transfer tax forms. PURCHASER shall pay all grantor’s taxes, transfer or conveyance taxes, deed stamps and similar taxes in connection with the transfer of the Property by Deed (jointly and severally, the “Conveyance Taxes”), and PURCHASER will be entitled to the benefit of any reduction based on transfer tax paid in connection with the Sovran Lease. PURCHASER shall indemnify SELLER from and against any claims (“Claims”) ). made by the taxing authorities with respect to the Conveyance Taxes applicable to the transfer of the Property by Deed pursuant to this Agreement and not paid by PURCHASER. SELLER shall provide PURCHASER with a copy of any notice, deficiency assessment, or other writing received by SELLER from the relevant taxing authorities with respect to such Claims for Conveyance Taxes within ten (10) business days after SELLER’S receipt thereof, and PURCHASER shall have the right to defend SELLER against any such Claims with respect to Conveyance Taxes with counsel of PURCHASER’S choice reasonably satisfactory to SELLER. SELLER shall also pay any and all costs, fees, premiums, principal, interest, penalties and expenses relating to and necessary for the satisfaction, termination, discharge and/or defeasance of the Financing Liens. SELLER and PURCHASER shall share equally the Escrow Agent’s reasonable fees (if any) in connection with the Closing, except with respect to any fees, costs and expenses concerning any tax-deferred exchange, if any, which shall be paid solely by SELLER. All other costs not specifically addressed herein shall be borne by the party incurring such cost. This Section 13 shall survive the Closing and the delivery of the Deed.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement, Assignment and Assumption Agreement (Sovran Self Storage Inc)

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COSTS AND ALLOCATIONS. PURCHASER shall pay the costs and expenses related to the UCC and other searches, as well as fees, costs and expenses related to the XXX Documents and financial assistance provided by the XXX to PURCHASER. PURCHASER shall pay the costs and expenses related to any environmental Phase I ordered by PURCHASER. PURCHASER shall pay all expenses related to PURCHASER’s updated survey and PURCHASER’s policy of owner’s title insurance, as well as all fees for endorsements, unless the Closing does not occur due to SELLER’s breach, in which case SELLER shall pay all survey costs, title search costs and title cancellation charges in accordance with Section 10.2 hereof. SELLER shall pay all costs necessary for the recording of documents necessary to clear title to the Property. PURCHASER shall pay for the recording of the DeedDeed and the filing of the RP-5217 transfer report (equalization) forms and T.P. 584 transfer tax forms. PURCHASER shall pay all grantor’s taxes, transfer or conveyance taxes, deed stamps and similar taxes in connection with the transfer of the Property by Deed (jointly and severally, the “Conveyance Taxes”), and PURCHASER will be entitled to the benefit of any reduction based on transfer tax paid in connection with the Sovran Lease. PURCHASER shall indemnify SELLER from and against any claims (“Claims”) made by the taxing authorities with respect to the Conveyance Taxes applicable to the transfer of the Property by Deed pursuant to this Agreement and not paid by PURCHASER. SELLER shall provide PURCHASER with a copy of any notice, deficiency assessment, or other writing received by SELLER from the relevant taxing authorities with respect to such Claims for Conveyance Taxes within ten (10) business days after SELLER’S receipt thereof, and PURCHASER shall have the right to defend SELLER against any such Claims with respect to Conveyance Taxes with counsel of PURCHASER’S choice reasonably satisfactory to SELLER. SELLER shall also pay any and all costs, fees, premiums, principal, interest, penalties and expenses relating to and necessary for the satisfaction, termination, discharge and/or defeasance of the Financing Liens. SELLER and PURCHASER shall share equally the Escrow Agent’s reasonable fees (if any) in connection with the Closing, except with respect to any fees, costs and expenses concerning any tax-deferred exchange, if any, which shall be paid solely by SELLER. All other costs not specifically addressed herein shall be borne by the party incurring such cost. This Section 13 shall survive the Closing and the delivery of the Deed.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Sovran Self Storage Inc)

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