Developer Documents Sample Clauses

Developer Documents. The Developer has executed and delivered each of the below listed documents (individually, a “Developer Document” and collectively, the “Developer Documents”) in the capacity provided for in each such Developer Document, and each such Developer Document constitutes a valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms: (a) this Developer Letter of Representations; (b) the Development Agreement (Manor Heights) effective November 7, 2018, as amended by the First Amendment to the Development Agreement (Manor Heights) effective November 6, 2019, the Second Amendment to the Development Agreement (Manor Heights) effective October 21, 2020, the Third Amendment to Development Agreement (Manor Heights) effective June 15, 2022, and the Fourth Amendment to Development Agreement (Manor Heights) effective October 2, 2023 (collectively and as amended, the “Development Agreement”), executed and delivered by the City and Sky Village Xxxxxx Estates, LLC, a Texas limited liability company (“Sky Village Xxxxxx”), and RHOF, LLC, a Texas limited liability company (“RHOF”), as assigned the Developer; (c) the Manor Heights Public Improvement District Financing and Reimbursement Agreement (the “Financing and Reimbursement Agreement”) dated April 21, 2021, executed and delivered by the City and Developer, and as consented to by RHOF and Continental Homes of Texas, L.P., a Texas limited partnership (“Continental Homes”); (d) the Manor Heights Public Improvement District Reimbursement Agreement (Improvement Area #4), effective as of October 18, 2023, (the “IA#4 Reimbursement Agreement”), executed and delivered by the City and Developer; (e) the Landowner Agreement (Manor Heights Public Improvement District) dated as of May 5, 2021, executed and delivered by the City, Developer, RHOF and Continental Homes (the “Landowner Agreement”); and (f) the Continuing Disclosure Agreement of the Developer. The Developer has complied in all material respects with all of the Developer’s agreements and covenants and satisfied all conditions required to be complied with or satisfied by the Developer under the Developer Documents on or prior to the date hereof. The representations and warranties of the Developer contained in the Developer Documents are true and correct in all material respects on and as of the date hereof.
Sample 1Sample 2
AutoNDA by SimpleDocs
Developer Documents. At the Closing, the Developer shall execute, where appropriate, and deliver all of the following (collectively, the “Developer Documents”): (i) The Purchase Price by wire transfer of immediately available funds to the Title Company; (ii) Such affidavits of the Developer or other documents as may be reasonably required by the Title Company (including a Certificate of Real Estate Value) to record the City Documents and issue any title insurance policy required by the Developer; (iii) A resolution of the members or manager of the Developer authorizing and approving the transaction contemplated by this Agreement, certified as true and correct by an officer of the Developer; (iv) A settlement statement reflecting the financial provision of the Closing, consistent with provisions of this Agreement; (v) The Assessment Agreement required under Section 7.5; (vi) The Declarations required under Section 4.6; and (vii) Any other items required by this Agreement or reasonably requested by the Title Company or the City for the Closing.
Sample 1
Developer Documents. The Developer has executed and delivered each of the below listed documents (individually, a “Developer Document” and collectively, the “Developer Documents”) in the capacity provided for in each such Developer Document, and each such Developer Document constitutes a valid and binding obligation of the Developer, enforceable against Developer in accordance with its terms, except as the enforcement thereof may be limited by any applicable bankruptcy, insolvency, moratorium, reorganization or similar laws or equitable principles affecting the rights of creditors generally: a. this Developer Letter of Representations; b. that certain Whisper Valley and Indian Hills Annexation and Development Agreement, effective as of June 18, 2009, executed and delivered by the Developer, Club Deal 116 Indian Hills TX, Limited Partnership, a Delaware limited partnership and the City; c. the Whisper Valley Public Improvement District Financing Agreement, dated as of November 1, 2011, executed and delivered by the City and the Developer, as amended by that First Amendment dated , 2019 (as amended, the “Financing Agreement”); and d. that certain Continuing Disclosure Agreement of Developer, dated as of The Developer has complied in all material respects with all of the Developer’s agreements and covenants and satisfied all conditions required to be complied with or satisfied by the Developer under the Developer Documents on or prior to the date hereof, to the extent that compliance or satisfaction was required on or prior to the date hereof.
Sample 1
Developer Documents. The Developer has executed and delivered each of the below listed documents (individually, a “Developer Document” and collectively, the “Developer Documents”) in the capacity provided for in each such Developer Document, and each such Developer Document constitutes a valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms: a. this Developer Letter of Representations; b. the Agreement for the Construction of PID Projects and Reimbursement of Advances, effective as of July 20, 2020, (the “Reimbursement Agreement”), executed and delivered by the City and the Developer; c. Development Agreement by and between the City and PMB Station Land, LP, as successor-in-interest to the Developer, dated October 3, 2018 (as amended, the “Development Agreement”); and d. the Continuing Disclosure Agreement of Developer with respect to the Bonds, dated as of November 1, 2020 (the “Continuing Disclosure Agreement of Developer”), executed and delivered by the Developer, P3Works, LLC, as PID Administrator, and HTS Continuing Disclosure Services, a division of Hilltop Securities Inc., as dissemination agent. The Developer has complied in all material respects with all of the Developer’s agreements and covenants and satisfied all conditions required to be complied with or satisfied by the Developer under the Developer Documents on or prior to the date hereof. The representations and warranties of the Developer contained in the Developer Documents are true and correct in all material respects on and as of the date hereof.
Sample 1
Developer Documents. At the relevant Land Transfer Closing, the Developer shall execute, where appropriate, and deliver all of the following (collectively, the “Developer Documents”): (i) On the Land Transfer Closing Date for the South Site, the South Site Purchase Price by wire transfer of immediately available funds to the Escrow Agent. (ii) On the Land Transfer Closing Date for the North Site, the North Site Purchase Price by wire transfer of immediately available funds to the Escrow Agent. (iii) Such affidavits of the Developer or other documents as may be reasonably required by the Escrow Agent (including a Certificate of Real Estate Value) to record the Authority Documents and issue any title insurance policy required by the Developer. (iv) a resolution of the members or manager of the Developer authorizing and approving the transaction contemplated by this Agreement, certified as true and correct by an officer of the Developer. (v) A settlement statement reflecting the financial provisions of the applicable Land Transfer Closing, consistent with the provisions of this Agreement. (vi) Any other items required by this Agreement or reasonably requested by the Escrow Agent or the Authority or City for the applicable Land Transfer Closing.
Sample 1
Developer Documents. The material described in this section for developers who would like to ex- tend the RODIN platform by contributing plug-ins. The following infor- mation is currently available on-line at xxxx://xxxx.xxxxx-x.xxx/index. php/Rodin_Developer_Support. RODIN platform overview with information about “Getting Started” for contributing to the platform. Detail information about the architecture of the RODIN platform (cur- rently updating). This includes information about the RODIN plat- form core, user interface for Event-B and various Event-B Component Library. Information about extending different component of the platform such as the project explorer, proof manager, index manager, etc. Useful hints for developers about version control, testing, publishing, etc.
Sample 1

Related to Developer Documents

  • Paper documents Any paper records must be protected by storing the records in a Secure Area which is only accessible to authorized personnel. When not in use, such records must be stored in a Secure Area.

  • Transfer Documents In furtherance of the contribution, assignment, transfer, conveyance and delivery of the Assets and the assumption of the Liabilities in accordance with Section 2.1(a), (i) each Party shall execute and deliver, and shall cause the applicable members of its Group to execute and deliver, to the other Party, such bills of sale, quitclaim deeds, stock powers, certificates of title, assignments of contracts and other instruments of transfer, conveyance and assignment as and to the extent necessary to evidence the transfer, conveyance and assignment of all of such Party’s and the applicable members of its Group’s right, title and interest in and to such Assets to the other Party and the applicable members of its Group in accordance with Section 2.1(a), and (ii) each Party shall execute and deliver, and shall cause the applicable members of its Group to execute and deliver, to the other Party, such assumptions of contracts and other instruments of assumption as and to the extent necessary to evidence the valid and effective assumption of the Liabilities by such Party and the applicable members of its Group in accordance with Section 2.1(a). All of the foregoing documents contemplated by this Section 2.1(b) shall be referred to collectively herein as the “Transfer Documents.”

  • Contractor’s Documents Any licensing and maintenance agreement, or any order-specific agreement or document, including any pre-installation, linked or “click through” agreement that is allowed by, referenced within or incorporated within the Contract whenever the Contract is used for a State procurement, whether directly by the Contractor or through a Contractor’s agent, subcontractor or reseller, is agreed to only to the extent the terms within any such agreement or document do not conflict with the Contract or applicable Minnesota or Federal law, and only to the extent that the terms do not modify, diminish or derogate the terms of the Contract or create an additional financial obligation to the State. Any such agreement or document must not be construed to deprive the State of its sovereign immunity, or of any legal requirements, prohibitions, protections, exclusions or limitations of liability applicable to this Contract or afforded to the State by Minnesota law. A State employee’s decision to choose “accept” or an equivalent option associated with a “click- through” agreement does not constitute the State’s concurrence or acceptance of terms, if such terms are in conflict with this section.

  • Agreement Documents 1. This Agreement consists of the following documents: (a) This Agreement; (b) The General Terms and Conditions for Programme Cooperation Agreements appended hereto; (c) Any Programme Documents concluded hereunder; and (d) Any Special Conditions established with regard to a particular programme, IP, or Programme Document, attached to this Agreement.

  • Merger Documents The Merger Documents contain all the material terms and conditions of the Merger and are in full force and effect and there have been no amendments, variations or waivers to the Merger Documents (in whole or in part) other than amendments thereto or waivers thereunder (excluding any waiver of or as contemplated by Section 9.02(a) of the Merger Agreement) which are not material and adverse to the financing under this Agreement, the Alternative Bridge Facility Agreement or the Bridge Facility Agreement.

  • Documents The Warrant Agent shall be protected and shall incur no liability for or in respect of any action taken or omitted by it in reliance upon any Warrant Certificate, notice, direction, consent, certificate, affidavit, statement or other paper or document reasonably believed by it to be genuine and to have been presented or signed by the proper parties.

  • Related Agreements Any agreement related to this Plan shall be in writing and shall provide that: (i) such agreement may be terminated at any time, without payment of any penalty, by a vote of a majority of the Independent Trustees or by a vote of the holders of a “majority” (as defined in the 0000 Xxx) of the Fund's outstanding Class C voting shares; (ii) such termination shall be on not more than sixty days’ written notice to any other party to the agreement; (iii) such agreement shall automatically terminate in the event of its “assignment” (as defined in the 1940 Act); (iv) such agreement shall go into effect when approved by a vote of the Board and its Independent Trustees cast in person at a meeting called for the purpose of voting on such agreement; and (v) such agreement shall, unless terminated as herein provided, continue in effect from year to year only so long as such continuance is specifically approved at least annually by a vote of the Board and its Independent Trustees cast in person at a meeting called for the purpose of voting on such continuance.

  • Seller's Documents At the Closing, Sellers shall deliver or cause to be delivered to Buyer the following: (a) Resignation of all directors and officers of the Company effective on the Closing Date; (b) A certificate of the Company, dated the Closing Date, in the form described in Section 8.01(c); (c) Governmental certificates showing that the Company: (i) is duly incorporated and in good standing in the state of its incorporation; and (ii) has filed all returns, paid all taxes due thereon and is currently subject to no assessment and is in good standing as a foreign corporation in each state where such qualification is necessary, each certified as of a date not more than thirty (30) days before the Closing Date; (d) Such certificates, stock powers (executed in blank with signatures guaranteed), assignments, documents of title and other instruments of conveyance, assignment and transfer (including without limitation any necessary consents to conveyance, assignment or transfer), and lien releases, if any, all in form satisfactory to Buyer and Buyer's counsel, as shall be effective to vest in Buyer title in and to the Company Stock, free, clear and unencumbered in accordance with the terms of this Agreement. (e) The Indemnification Escrow Agreement; (f) The Consulting and Non-Competition Agreement signed by Jamex X. Xxxx xxxerred to in Section 14.14; (g) A written opinion of Wilsxx Xxxxxxx Xxxxxxxx & Xosaxx, xxunsel for the Sellers in the form of Exhibit C, dated as of the Closing Date; (h) A written opinion of the Company's FCC counsel in form and substance reasonably satisfactory to Buyer covering the matters set forth on Exhibit D, dated as of the Closing Date; (i) Updating title insurance endorsements on all title insurance policies on the Real Property held by the Company in form and substance reasonably satisfactory to Buyer; and (j) Such additional information, materials, agreements, documents and instruments as Buyer, its counsel, or its senior lender may reasonably request in order to consummate the Closing.

  • Procurement documents Languages in which the procurement documents are officially available: English

  • Other Documentation Administrative Agent shall have received all documents and instruments that Administrative Agent has then reasonably requested, in addition to those described in this Section 4.1. All such additional documents and instruments shall be reasonably satisfactory to Administrative Agent in form, substance and date.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!