Kelso Property Sample Clauses

Kelso Property. The land and real property improvements for the Kelso, Washington, real estate legally described on Schedule 4.6 hereof ("Property") shall be distributed to Seller by CAS as a dividend. At the Closing, CAS shall convey to Seller by warranty deed ("Deed") the fee title to the Property. The form of the Deed shall be subject to the reasonable approval of Seller and CAS. The Property shall be conveyed to Seller subject only to non-delinquent real property taxes and assessments and those certain exceptions to title set forth in that certain preliminary report issued as order No. 111643 by Cowlitz County Title Company (the "Title Company") and dated March 3, 1997 (collectively, the "Approved Exceptions to Title"). At the Closing, the Title Company shall issue a standard ALTA Owner's Policy of Title Insurance to EMCON in the amount of $300,000, subject only to the Approved Exceptions to Title. At the Closing, CAS and Seller shall also execute a Lease Agreement in the form attached hereto as Exhibit 4.6 (the "Lease Agreement"), pursuant to which CAS shall lease the Property from Seller for a period of ten (10) years. Subject to reimbursement by Seller pursuant to Section 4.4 above, CAS shall pay for the policy of title insurance issued in connection with the foregoing. CAS shall pay for all transfer taxes, escrow fees, and other closing charges in connection therewith. Prior to Closing, CAS will deposit the duly executed and notarized Deed into escrow for recordation at the Closing upon telephone confirmation by both parties that the Closing has occurred with respect to the transfer of the Super Common Shares and the Common Shares. Both parties shall deposit with the Title Company their respective portions of the closing costs hereunder, escrow instructions sufficient to close escrow and cause issuance of the Title Policy at the Closing, and such other documents as may be reasonably necessary to close the escrow.
Sample 1
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Related to Kelso Property

  • Partnership Property All property, real, personal, tangible, intangible, or mixed, acquired by or contributed to the Partnership shall be owned by the Partnership and titled in its name and such property shall not be owned individually by any Partner. Each Partner acknowledges and agrees that the System and all elements thereof, are the exclusive property of the Company and are not Partnership property. Each Partner acknowledges and agrees that the Proprietary Marks are the exclusive property of the Company and are not Partnership property. Each Partner acknowledges and agrees that the Partnership shall not acquire or own any land or buildings. Any land or buildings used in the Partnership business shall be acquired and owned by the Company or an Affiliate of the Company and leased to the Partnership at reasonable rates and terms, and such land and buildings shall not be Partnership property.

  • Owned Properties The Company does not own any real property.

  • Leasehold Properties In relation to those Properties which are leasehold:

  • Title to Partnership Property All property owned by the Partnership shall be deemed to be owned by the Partnership as an entity, and no Partner, individually, shall have any ownership interest in any such property. Title to Partnership property may be held in street name or another sort of nominee arrangement if the General Partner determines that such arrangement is in the Partnership's best interest.

  • Owned Property Section 5.14

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • The Properties 3.1 All of the Properties are in England, Wales or Scotland.

  • Title to Properties and Assets Each Group Company has good and marketable title to all respective properties and assets, in each case such property and assets are subject to no Liens. With respect to the property and assets it leases, each Group Company is in compliance with such leases and holds valid leasehold interests in such assets free of any Liens.

  • Property or Properties As the context requires, any, or all, respectively, of the Real Property acquired by the Company, either directly or indirectly (whether through joint venture arrangements or other partnership or investment interests).

  • Leased Properties Section 3.22 of the Disclosure Schedule sets forth a list of all of the leases and subleases ("Leases") and each leased and subleased parcel of real property in which the Company has a leasehold or subleasehold interest or to which the Company is a party either as landlord or sublandlord (the "Leased Real Property"). Each of the Leases are in full force and effect, and the Company holds a valid and existing leasehold or subleasehold interest or Landlord or Sublandlord interest as applicable, under each of the Leases described in Section 3.22 of the Disclosure Schedule. The Company has delivered to HK true, correct, complete and accurate copies of each of the Leases. With respect to each Lease set forth on Section 3.22 of the Disclosure Schedule: (i) the Lease is legal, valid, binding, enforceable and in full force and effect; (ii) to the Knowledge of the Company the Lease will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing; (iii) neither the Company, nor, to the Knowledge of the Company, any other party to the Lease, is in breach or default, and no event has occurred which, with notice or lapse of time, would constitute such a breach or default by the Company or permit termination, modification or acceleration under the Lease by any other party thereto; (iv) the Company has not, and, to the Knowledge of the Company, no third party has repudiated any provision of the Lease; (v) there are no disputes, oral agreements, or forbearance programs in effect as to the Lease; (vi) the Lease has not been modified in any respect, except to the extent that such modifications are disclosed by the documents delivered to HK; (vii) the Company has not assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in the Lease (except for Permitted Liens); and (viii) the Lease is fully assignable to HK without the necessity of any consent or the Company shall obtain all necessary consents prior to the Closing.

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