Funding; Parcel 40 Transfer Conditions and Remedies Sample Clauses

Funding; Parcel 40 Transfer Conditions and Remedies. The portion of the Purchase Price attributable to Parcel 40 shall be fully funded at Closing, provided that if on or before the Parcel 40 Outside Date, the Applicable Seller has failed to satisfy the “Parcel 40 Transfer Conditions” (as hereinafter defined), then the Applicable Seller shall retain title to Parcel 40 and pay to Buyer within three (3) business days of the Parcel 40 Outside Date the “Parcel 40 Repurchase Amount” (as hereinafter defined); and concurrently with such payment (but not sooner than two business days after Sellers’ written request), to the extent transferred to Buyer by the Applicable Seller on the Closing Date, Buyer will transfer to the Applicable Seller the Commercial Industrial Uses (which equals *** net leasable square feet), and the parking associated with such uses (subject to Section 1.8.2), allocated to Parcel 40. The “Parcel 40 Transfer Conditions” are to (i) complete the Parcel 40 Lot Line Adjustment and record the same as a legal lot and create a separate APN for Parcel 40, (ii) deliver to Buyer (x) a Deed to Parcel 40 in accordance with Sections 4.1 and 5.1 (and cause the same to be recorded), (y) all documents under Section 5 insofar as the same relate to Parcel 40, and (z) an owner’s policy and “Binder” (as defined in the Escrow Instructions) for Parcel 40 in accordance with the Escrow Instructions with coverage in the amount of the Purchase Price attributable to Parcel 40 and with no exceptions to title other than the exceptions as shown in the Marked-Up PTR for Parcel 40 and such other exceptions as may be permitted under Section 1.3.2, (iii) satisfy the conditions of Sections 4 and 6 as of the Parcel 40 Transfer Date insofar as the same relate to Parcel 40, and (iv) cause COLP to enter into (and COLP hereby agrees to enter into) a lease or easement on terms reasonably satisfactory to Buyer (which does not increase Buyer’s costs or liabilities under this Agreement) pursuant to which (x) Buyer will lease or grant an easement to COLP with respect to that portion of Parcel 40 that is encroached upon by the existing building located on Parcel 38 sufficient to satisfy the requirements set forth in the Notice of Special Restrictions dated June 30, 1999 (“Notice of Special Restrictions”), executed by Catellus Development Corporation, a Delaware corporation, and subsequently merged into COLP (“CDC”) in favor of the City and County of San Francisco, and (y) COLP agrees to obtain a release of Parcel 40 from the Notice of Speci...
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Related to Funding; Parcel 40 Transfer Conditions and Remedies

  • Additional Conditions to Closing (a) All necessary approvals under federal and state securities laws and other authorizations relating to the issuance of the Acquisition Shares and the transfer of the Shares shall have been received.

  • Actions to Satisfy Closing Conditions Each Party shall take all actions as are within its power and otherwise use its commercially reasonable efforts so as to ensure compliance with the conditions set forth in this Section 6.

  • Additional Conditions Precedent No Lender has any obligation to make any Loan (including its first), and LC Issuer has no obligation to issue any Letter of Credit (including its first), unless the following conditions precedent have been satisfied:

  • Additional Conditions to Obligation of the Company The obligation of the Company to effect the Merger is also subject to the following conditions:

  • Conditions Precedent/Effectiveness Conditions This Amendment shall be effective upon (the “Effective Date”) the satisfaction of each of the following conditions (all documents to be in form and substance reasonably satisfactory to Administrative Agent and Administrative Agent’s counsel):

  • Conditions to Obligation to Close (a) Conditions to Obligation of the Purchaser. The obligation of the Purchaser to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions:

  • Other Conditions Precedent Each of the conditions set forth in Sections 4.1.4, 4.1.5, 4.1.6 and 4.1.10 shall have been satisfied unless the failure of any such condition to be satisfied is the result of any action or inaction by Mortgagee.

  • Conditions Precedent to the Initial Extension of Credit The obligation of each Lender to make its initial extension of credit provided for hereunder, is subject to the fulfillment, to the satisfaction of Agent and each Lender of each of the conditions precedent set forth on Schedule 3.1 (the making of such initial extension of credit by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent).

  • Additional Conditions to Obligations of Buyer The obligation of Buyer to consummate the Transactions shall also be subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each of the following conditions:

  • Conditions Precedent to Obligation of Seller The obligation of Seller to consummate the transaction hereunder shall be subject to the fulfillment on or before the date of Closing of all of the following conditions, any or all of which may be waived by Seller in its sole discretion:

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