DOCUMENTS JOINTLY EXECUTED BY SELLER AND PURCHASER Sample Clauses

DOCUMENTS JOINTLY EXECUTED BY SELLER AND PURCHASER. Seller and Purchaser shall each execute and deliver the following documents:
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DOCUMENTS JOINTLY EXECUTED BY SELLER AND PURCHASER. At the Closing, Seller and Purchaser shall each execute and deliver the following documents:
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DOCUMENTS JOINTLY EXECUTED BY SELLER AND PURCHASER. Seller and Purchaser shall each execute and deliver (and, to the extent applicable, Seller shall cause Citigroup to execute and deliver) the following documents: the City Transfer Tax and State Transfer Tax returns provided for in Section 5.5, to be delivered to the Title Companies; the Citi Branch Lease; a Memorandum of the Citi Branch Lease, in proper statutory form for recording; a subordination, non-disturbance and attornment agreement among Seller, Purchaser and Purchaser's lender, if any, in the form attached as Exhibit H-1 of the Citi Branch Lease (the "Citi Branch Lease SNDA"); the Citi Office Lease; a Memorandum of the Citi Office Lease, in proper statutory form for recording; a subordination, non-disturbance and attornment agreement among Citigroup, Purchaser and Purchaser's lender, if any, in the form attached as Exhibit H-1of the Citi Office Lease (the "Citi Office Lease SNDA"); the Citi Retail Lease; a Memorandum of the Citi Retail Lease, in proper statutory form for recording; a subordination, non-disturbance and attornment agreement among Citigroup, Purchaser and Purchaser's lender, if any, in the form attached as Exhibit H-1of the Citi Retail Lease (the "Citi Retail Lease SNDA"); an assignment and assumption of the Leases in the form attached hereto as EXHIBIT L; an assignment and assumption of the Contracts which Purchaser has elected to assume pursuant to Section 5.11 of this Agreement, in the form attached hereto as EXHIBIT M; an assignment and assumption of Seller's obligations under that certain Systems Agreement by and among Seller, Dai-Ichi Life Investment Properties, Inc., The Citigroup Center Condominium and The 000 Xxxx Xxxxxx Condominium, dated as of November 22, 2000 in the form attached hereto as EXHIBIT N; the documentation necessary to comply with Section 5.7 of this Agreement; the Condominium Agreement; and such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions that are the subject of this Agreement.
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Related to DOCUMENTS JOINTLY EXECUTED BY SELLER AND PURCHASER

  • Closing Deliveries by Seller At the Closing, Seller shall deliver or cause to be delivered to Purchaser:

  • Indemnification of Company and Selling Stockholders The Underwriter will indemnify and hold harmless the Company, each of its directors and each of its officers who signs the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Act or Section 20 of the Exchange Act and any Selling Stockholder, each of its directors and officers and each person, if any, who controls such Selling Stockholder within the meaning of Section 15 of the Act or Section 20 of the Exchange Act, (each, an “Underwriter Indemnified Party”) against any losses, claims, damages or liabilities to which such Underwriter Indemnified Party may become subject, under the Act, the Exchange Act, or other Federal or state statutory law or regulation or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the Registration Statement at any time, any Statutory Prospectus at any time, the Final Prospectus or any Issuer Free Writing Prospectus or arise out of or are based upon the omission or the alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company by such Underwriter through the Underwriter specifically for use therein, and will reimburse any legal or other expenses reasonably incurred by such Underwriter Indemnified Party in connection with investigating or defending against any such loss, claim, damage, liability, action, litigation, investigation or proceeding whatsoever (whether or not such Underwriter Indemnified Party is a party thereto), whether threatened or commenced, based upon any such untrue statement or omission, or any such alleged untrue statement or omission as such expenses are incurred, it being understood and agreed that the only such information furnished by the Underwriter consists of the following information in the Final Prospectus: the concession and reallowance figures appearing in the fourth paragraph under the caption “Underwriting,” the information contained in the fourth, seventh and eleventh paragraphs and information with respect to stabilization transactions appearing in the sixteenth paragraph, in each case under the caption “Underwriting.”

  • Closing Deliveries by Purchaser At the Closing, Purchaser shall deliver to Seller:

  • Other Closing Documents Buyer shall have received such other duly executed certificates, instruments and documents in confirmation of the representations and warranties of the Company or the Members or in furtherance of the transactions contemplated by this Agreement as Buyer or its counsel may reasonably request.

  • REPRESENTATIONS AND WARRANTIES OF SELLER AND PURCHASER Seller and Purchaser hereby represent and warrant that there has been no act or omission by Seller, Purchaser or the Corporation which would give rise to any valid claim against any of the parties hereto for a brokerage commission, finder's fee, or other like payment in connection with the transactions contemplated hereby.

  • REPRESENTATIONS AND WARRANTIES OF SELLER AND SHAREHOLDERS Seller and each Shareholder represent and warrant, jointly and severally, to Buyer as follows:

  • The Sellers Section 9.01

  • REPRESENTATIONS AND WARRANTIES OF SELLER AND SHAREHOLDER Seller and Shareholder represent and warrant, jointly and severally, to Buyer as follows:

  • Documents to be Delivered by Purchaser At the Closing, Purchaser shall deliver to Seller the following:

  • Further Agreements of the Selling Stockholder The Selling Stockholder covenants and agrees with each Underwriter that:

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