Delivery of Information by Seller Sample Clauses

Delivery of Information by Seller. Within five (5) days of the Effective Date, Seller shall deliver or cause to be delivered to Buyer the following: (a) A title insurance commitment issued by the Title Company naming Buyer as the proposed insured and insuring Buyer in the amount of the Purchase Price (the "Title Commitment"); (b) Copies of all documents referred to in the Title Commitment (the "Title Commitment Documents"); (c) A copy of Seller's existing Phase I Environmental Report and copies of any other environmental reports on the Property in Seller's possession; (d) A copy of Seller's existing ALTA/ACSM Land and Improvements survey; (e) A copy of the executed Lease and any amendments thereto; (f) Soil boring logs; (g) If in Seller's possession, zoning information concerning the current zoning of the Property; (h) Site plans and building plans and specifications; (i) Names, addresses and phone numbers of utility companies servicing the Property; (j) Copy of real estate tax statement; (k) Two years of annual financial statements for the Tenant. Buyer shall have an Inspection Period of 21 days from receipt of the foregoing to review and approve the foregoing or terminate this Agreement in accordance with the terms of subparagraph 6(b) below in AEI's sole discretion. Seller, at its own expense, shall provide Buyer with the following, which Buyer shall have 15 days from the receipt of the last of the following to review (the "Review Period"); provided, however, Buyer shall use its best efforts to complete its review of such items in a timely manner to expedite the transaction toward closing, and shall waive (in Buyer's sole but reasonable discretion) the requirement of an entire 15 day review period as to a de minimis number of the following items that may not be available until several days prior to closing: (l) A copy of any items to be specifically assigned to Buyer under paragraph 1(c) and the proposed assignment thereof; (m) A current ALTA As-Built Survey certified to Buyer and Title Company (AEI's review thereof shall be confined to matters not theretofore reflected on the Title Commitment of Seller or Seller's existing survey as provided to Buyer); (n) Proposed general warranty deed;
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Delivery of Information by Seller a. Within THIRTY (30) DAYS after the Effective Date, Seller, at its sole cost and expense, shall deliver or cause to be delivered to Purchaser the following: i. commitment for Title Insurance ("TITLE COMMITMENT") from the Title Company setting forth the status of the title of the Land and Improvements and showing all liens, claims, encumbrances, easements, rights-of-way, encroachments, reservations, restrictions, and all other matters of record affecting the Land or Improvements; and ii. a true, complete, and legible copy of all documents referred to in the Title Commitment ("TITLE COMMITMENT DOCUMENTS"). b. Within thirty (30) days after the Effective Date of this Agreement, Seller, at the equally shared cost and expense of Seller and Purchaser, shall deliver to Purchaser a survey ("SURVEY") consisting of a plat and field notes prepared by a licensed surveyor acceptable to Purchaser and Title Company, which Survey shall (i) reflect the actual dimensions of, and area within, the Land, the location of any easements, setback lines, encroachments, or overlaps thereon or thereover, and the outside boundary lines of all Improvements, (ii) identify by recording reference all easements, set back lines, and other matters referred to in the Title Commitment, (iii) include the surveyor's registered number and seal, the date of the Survey, and a certificate satisfactory to Purchaser, (iv) reflect that there is access to and from the Land from a publicly dedicated street or road, (v) be sufficient to cause the Title Company to delete (except for "shortages in area") the printed exception for "discrepancies, conflicts or shortages in area or boundary lines, or encroachments, or any overlapping of improvements" in the Owner's Title Policy to be delivered pursuant to Section 9 hereof, (vi) reflect any area within the Land that has been designated by the Federal Insurance Administration, the Army Corps of Engineers, or any other governmental agency or body as being subject to special or increased flooding hazards, and (vii) in general, comply with the requirements of the Texas Surveyor's Association for a Category 1A Condition II. For purposes of the property description to be included in the general warranty deed to be delivered pursuant to Section 9 hereof, the field notes prepared by the surveyor shall control any conflicts or inconsistencies with EXHIBIT A hereto, and such field notes shall be incorporated herein by this reference upon their completion and approval by ...
Sample 1See All (4)
Delivery of Information by Seller. As soon as reasonably practicable after the Effective Date of this Agreement, Seller shall deliver, and shall certify completion of delivery, at its corporate office in Beaumont, Texas, the following information and documentation to Buyer or Buyer's legal counsel: (a) copies of all Leases, addenda, exhibits and amendments to all Leases with respect to all of the parcels of Leased Real Property; (b) copies of all correspondence, notices, memoranda or other written communications to Seller or any agent or representative of Seller pertaining to any violation by Seller or any of the parcels of Owned Real Property or Leased Real Property of any ordinance, law, rule or regulation of any governmental authority during the two year period immediately preceding the Effective Date this Agreement; (c) copies of all Certificates of Occupancy with respect to each parcel of the Owned Real Property and Leased Real Property; (d) any and all correspondence, memoranda, notices and/or other written communications to Seller or any agent or representative of Seller received since August 1, 2001, regarding any alleged violation, breach or default of any agreement or covenant pertaining to any parcel of Owned Real Property and Leased Real Property; (e) copies of any subordination agreement, non-disturbance agreement, attornment agreement, lien priority agreement or any other agreement, in Seller's possession, with any lender holding a lien, encumbrance, deed of trust or mortgage on any parcel of the Leased Real Property affecting the leasehold interest with respect to such Property; (f) copies of all pleadings, citations, correspondence, memoranda or other written instruments or communications pertaining to any existing or threatened litigation or administrative proceedings received since August 1, 2001, with respect to any parcel of the Owned Real Property or Leased Real Property; (g) all contracts, agreements, commitments or other undertaking of Seller with respect to or affecting any of the parcels of Owned Real Property or Leased Real Property; (h) any and all reports or other written materials, correspondence, memoranda or other written communications pertaining to any hazardous material (as defined by applicable Federal or State of Texas law or regulation) or other environmental matter affecting or potentially affecting any parcel of Owned Real Property or Lease Real Property; (i) all water, sewer and waste water agreements, capacity agreements, capacity letters, usage agre...
Sample 1
Delivery of Information by Seller. (a) Within two (2) days after the execution of this Agreement by Seller, Seller, at Seller's sole cost and expense, shall deliver or cause to be delivered to Purchaser the following: (1) commitment for Title Insurance (the "Title Commitment") from Sxxxxxx Title Company ("Title Company") setting forth the status of the title of the Real Property and showing all liens, claims, encumbrances, easements, rights-of-way, encroachments, reservations, restrictions, and all other matters of record affecting the Real Property; (2) a true, complete, and legible copy of all documents referred to in the Title Commitment; and (3) a survey of the Real Property ("Survey") consisting of a plat and field notes prepared by a licensed surveyor acceptable to Purchaser, which Survey shall show or be updated to (i) reflect the actual dimensions of, and area within, the Real Property, the location of any easements, rights-of-way, setback lines, encroachments, or overlaps thereon or thereover, (ii) identify by recording reference all easements, set back lines, and other matters referred to in the Title Commitment, (iii) include the surveyor's registered number and seal and the date of the Survey, and (iv) reflect that there is access to and from the Real Property from a publicly dedicated street or road. To the extent that Purchaser wishes to update the Survey supplied hereunder, the cost thereof shall be borne by Purchaser. (4) copies of any Environmental Reports pertaining to the Real Property in Seller's possession.
Sample 1
Delivery of Information by Seller. (a) Seller, at its expense, has previously delivered or will cause to be delivered to Purchaser or will make available for Purchaser's inspection at the Property, within five (5) business days of the execution hereof, the information identified on Exhibit J (the " Due Diligence Documents").
Sample 1
Delivery of Information by Seller a. Within THIRTY (30) DAYS after the Effective Date, Seller, at its sole cost and expense, shall deliver or cause to be delivered to Purchaser the following: i. commitment for Title Insurance ("TITLE COMMITMENT") from the Title Company setting forth the status of the title of the Land and Improvements and showing all liens, claims, encumbrances, easements, rights-of-way, encroachments, reservations, restrictions, and all other matters of record affecting the Land or Improvements; and ii. a true, complete, and legible copy of all documents referred to in the Title Commitment ("TITLE COMMITMENT DOCUMENTS"). b. Within thirty (30) days after the Effective Date of this Agreement, Seller, at the equally shared cost and expense of Seller and Purchaser, shall deliver to Purchaser a survey ("SURVEY") consisting of a plat and field notes prepared by a licensed surveyor acceptable to Purchaser and Title Company, which Survey shall (i) reflect the actual dimensions of, and area within, the Land, the location of any easements, setback lines, encroachments, or overlaps thereon or thereover, and the outside boundary lines of all Improvements, (ii) identify by recording reference all easements, set back lines, and other matters referred to in the Title Commitment, (iii) include the surveyor's registered number and seal, the date of the Survey, and a certificate satisfactory to Purchaser, (iv) reflect that there is access to and from the Land from a publicly dedicated street or road, (v) be sufficient to cause the Title Company to delete (except for "shortages in area") the printed exception for "discrepancies, conflicts or shortages in area or boundary lines, or encroachments, or any overlapping of improvements" in the Owner's Title Policy to be delivered pursuant to Section
Sample 1
Delivery of Information by Seller. Buyer acknowledges that Seller provided to Buyer copies of the following documents, or made such documents available to Buyer at the Property: 4.3.1 The documents listed on SCHEDULE 4.3.1 attached to this Agreement; 4.3.2 The Commitment (as defined below), together with the exception documents referenced therein.
Sample 1
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Delivery of Information by Seller 
Sample 1

Related to Delivery of Information by Seller

  • Delivery of Information The Administrative Agent shall not be required to deliver to any Lender originals or copies of any documents, instruments, notices, communications or other information received by the Administrative Agent from any Credit Party, any Subsidiary, the Required Lenders, any Lender or any other Person under or in connection with this Agreement or any other Credit Document except (i) as specifically provided in this Agreement or any other Credit Document and (ii) as specifically requested from time to time in writing by any Lender with respect to a specific document, instrument, notice or other written communication received by and in the possession of the Administrative Agent at the time of receipt of such request and then only in accordance with such specific request.

  • Credit Decision; Disclosure of Information by Agents Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by any Agent hereafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender represents to each Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of the Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to the Borrower and the other Loan Parties hereunder. Each Lender also represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by any Agent herein, such Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of the Loan Parties or any of their respective Affiliates which may come into the possession of any Agent-Related Person.

  • Dissemination of Information The Borrower authorizes each Lender to disclose to any Participant or Purchaser or any other Person acquiring an interest in the Loan Documents by operation of law (each a "Transferee") and any prospective Transferee any and all information in such Lender's possession concerning the creditworthiness of the Borrower and its Subsidiaries, including without limitation any information contained in any Reports; provided that each Transferee and prospective Transferee agrees to be bound by Section 9.11 of this Agreement.

  • Accuracy of Information, etc No statement or information contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or statement furnished to any Agent or Lender, by or on behalf of Borrower or any of its Subsidiaries for use in connection with the transactions contemplated by this Agreement or the other Loan Documents, contained as of the date such statement, information, document or certificate was so furnished, when taken together with all other information so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading. The projections and pro forma financial information contained in the materials referenced above are based on good faith estimates and assumptions believed by management of Borrower to be reasonable at the time made, it being recognized by the Lenders that such financial information as it relates to future events is not to be viewed as fact and that actual results during the period or periods covered by such financial information may differ materially from the projected results set forth therein. There is no fact known to Borrower or any of its Subsidiaries that could reasonably be expected to have a Material Adverse Effect that has not been expressly disclosed herein, in the other Loan Documents, in the Confidential Information Memorandum or in any other documents, certificates and written statements furnished to Agents and Lenders for use in connection with the transactions contemplated hereby and by the other Loan Documents.

  • Supply of Information The Republic agrees to deliver or cause to be delivered to each Stock Exchange copies of such documents as may be reasonably required for the purpose of obtaining such listing.

  • Furnishing of Information Until the earliest of the time that (i) no Purchaser owns Securities or (ii) the Warrants have expired, the Company covenants to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act.

  • Accuracy of Information No information, exhibit or report furnished by the Borrower or any of its Subsidiaries to the Administrative Agent or to any Lender in connection with the negotiation of, or compliance with, the Loan Documents contained any material misstatement of fact or omitted to state a material fact or any fact necessary to make the statements contained therein not misleading.

  • Non-Disclosure of Information Xxxxx acknowledges that the Owner of the Business (the “Seller”) wants to maintain the confidentiality of the Confidential Information (as defined below). Xxxxx agrees not to disclose or permit access to (nor use to the detriment or disadvantage of the Seller) any Confidential Information, whether provided before or after execution of this Agreement, without the prior written consent of Seller, to anyone other than Xxxxx's legal counsel, accountants, lenders, or other agents or advisors to whom disclosure or access is necessary for Buyer to evaluate the Business (hereinafter referred to as the “Buyer’s Associates”). Disclosure of Confidential Information shall be made to the Buyer’s Associates only in connection with the potential acquisition of the Business and then only if such Buyer’s Associates understand and agree to maintain the confidentiality of such Confidential Information. Buyer shall be responsible for any breach of this Agreement by the Buyer’s Associates, and neither Buyer nor the Buyer’s Associates shall use or permit the use of Confidential Information in any manner, except as may be required for Buyer to evaluate the Business. If the Buyer does not purchase the Business, Buyer and any Buyer’s Associates, at the earlier of the close of negotiations or within five (5) business days, shall destroy or return to the Seller all information provided to Buyer and will not retain any copy, reproduction, or record thereof. Nevertheless, Buyer may disclose Confidential Information pursuant to any governmental, judicial, or administrative order, subpoena, or discovery request, provided that Buyer uses reasonable efforts to notify Seller sufficiently in advance so that Seller may seek to object thereto.

  • Credit Decision; Disclosure of Information by Administrative Agent Each Lender acknowledges that no Agent-Related Person has made any representation or warranty to it, and that no act by the Administrative Agent hereinafter taken, including any consent to and acceptance of any assignment or review of the affairs of any Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by any Agent-Related Person to any Lender as to any matter, including whether Agent-Related Persons have disclosed material information in their possession. Each Lender represents to the Administrative Agent that it has, independently and without reliance upon any Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, financial and other condition and creditworthiness of the Loan Parties and their respective Subsidiaries, and all applicable bank or other regulatory Laws relating to the transactions contemplated hereby, and made its own decision to enter into this Agreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon any Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Borrower and the other Loan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent herein, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any of the Loan Parties or any of their respective Affiliates which may come into the possession of any Agent Related Person.

  • Furnishing of Information and Inspection of Records The Borrower will furnish to the Deal Agent, each Lender, the Backup Servicer and the Collateral Agent, from time to time, such information with respect to the Loans and Contracts as may be reasonably requested, including, without limitation, a computer file or other list identifying each Loan and Contract by pool number, account number and dealer number and by the Outstanding Balance and identifying the Obligor on such Loan or Contract. The Borrower will, at any time and from time to time during regular business hours, upon reasonable notice, permit the Deal Agent, each Lender, the Backup Servicer and the Collateral Agent, or its agents or representatives, to examine and make copies of and abstracts from all Records, to visit the offices and properties of the Borrower for the purpose of examining such Records, and to discuss matters relating to the Loans or Contracts or the Borrower’s performance hereunder and under the other Transaction Documents with any of the officers, directors, employees or independent public accountants of the Borrower having knowledge of such matters; provided, however, that the Deal Agent, each Lender and the Collateral Agent each acknowledges that in exercising the rights and privileges conferred in this Section 5.1(m) it or its agents and representatives may, from time to time, obtain knowledge of information, practices, books, correspondence and records of a confidential nature and in which the Borrower has a proprietary interest. The Deal Agent, each Lender and the Collateral Agent each agrees that all such information, practices, books, correspondence and records are to be regarded as confidential information and agrees that it shall retain in strict confidence and shall use its reasonable efforts to ensure that its agents and representatives retain in strict confidence, and will not disclose without the prior written consent of the Borrower, any such information, practices, books, correspondence and records furnished to them except that it may disclose such information: (i) to its officers, directors, employees, agents, counsel, accountants, auditors, affiliates, advisors or representatives (provided that such Persons are informed of the confidential nature of such information); (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through the Deal Agent, any Lender, the Collateral Agent or its officers, directors, employees, agents, counsel, accountants, auditors, affiliates, advisors or representatives; (iii) to the extent such information was available to the Deal Agent, any Lender or the Collateral Agent on a non-confidential basis prior to its disclosure hereunder; (iv) to the extent the Deal Agent, any Lender or the Collateral Agent should be (A) required under the Transaction Documents or in connection with any legal or regulatory proceeding or (B) requested by any bank regulatory authority to disclose such information; or (v) to any Lender or prospective assignee or Lender; provided, that the relevant Lender shall notify such prospective assignee or Lender of the confidentiality provisions of this Section 5.1(m).

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