Common use of Mutual Deliveries Clause in Contracts

Mutual Deliveries. At the Closing, Purchaser and Seller shall mutually execute and deliver or cause to be delivered: (a) A closing statement reflecting the Purchase Price and closing costs required hereunder. (b) Subject to the provisions of Section 8.6 hereof, such other documents, instruments and undertakings as may be required by the liquor authorities of the State where the Property is located, or of any county or municipality or governmental entity having jurisdiction with respect to the transfer or issue of liquor licenses or alcoholic beverage licenses or permits for the Hotel, to the extent not theretofore executed and delivered. (c) Such other and further documents, papers and instruments as may be reasonably required by the parties hereto or their respective counsel or the Title Company which are not inconsistent with this Agreement or the other Closing Documents. To the extent the delivery of any of the items in Sections 7.2, 7.3 or 7.4 of this Agreement are conditions precedent to the obligation of a party pursuant to Sections 5.1 or 5.2 of this Agreement, and the condition relating to any such item is not satisfied as of Closing, but the party for whose benefit such unsatisfied condition is made elects, nonetheless, to proceed to Closing, the delivery of the item applicable to the unsatisfied condition shall not be required pursuant to the provisions of Section 7.2, 7.3 or 7.4 of this Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Ashford Inc.), Purchase and Sale Agreement (Ashford Hospitality Trust Inc)

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Mutual Deliveries. At the Closing, Purchaser and Seller shall mutually execute and deliver or cause to be delivered: (a) A closing statement reflecting the Purchase Price and closing costs the adjustments and prorations required hereunderhereunder and the allocation of income and expenses required hereby. (b) Subject to the provisions of Section 8.6 hereof, such other documents, instruments and undertakings as may be required by the liquor authorities of the State where the Property is located, or of any county or municipality or governmental entity having jurisdiction with respect to the transfer or issue of liquor licenses or alcoholic beverage licenses or permits for the Hotel, to the extent not theretofore executed and delivered. (c) Such other and further documents, papers and instruments as may be reasonably required by the parties hereto or their respective counsel or the Title Company which are not inconsistent with this Agreement or the other Closing Documents. To the extent the delivery of any of the items in Sections 7.2, 7.3 or 7.4 of this Agreement are conditions precedent to the obligation of a party pursuant to Sections 5.1 or 5.2 of this Agreement, and the condition relating to any such item is not satisfied as of Closing, but the party for whose benefit such unsatisfied condition is made elects, nonetheless, to proceed to Closing, the delivery of the item applicable to the unsatisfied condition shall not be required pursuant to the provisions of Section 7.2, 7.3 or 7.4 of this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ashford Hospitality Trust Inc)

Mutual Deliveries. At the Closing, Purchaser and Seller (or Operating Lessee, as applicable) shall mutually execute and deliver or cause to be delivered: (a) A closing statement reflecting the Purchase Price and closing costs the adjustments and prorations required hereunderhereunder and the allocation of income and expenses required hereby. (b) Subject to the provisions of Section 8.6 hereof, such other documents, instruments and undertakings as may be required by the liquor authorities of the State where the Property is located, or of any county or municipality or governmental entity having jurisdiction with respect to the transfer or issue of liquor licenses or alcoholic beverage licenses or permits for the Hotel, to the extent not theretofore executed and delivered. (c) Such other and further documents, papers and instruments as may be reasonably required by the parties hereto or their respective counsel or the Title Company which are not inconsistent with this Agreement or the other Closing Documents. To the extent the delivery of any of the items in Sections 7.2, 7.3 or 7.4 of this Agreement are conditions precedent to the obligation of a party pursuant to Sections 5.1 or 5.2 of this Agreement, and the condition relating to any such item is not satisfied as of Closing, but the party for whose benefit such unsatisfied condition is made elects, nonetheless, to proceed to Closing, the delivery of the item applicable to the unsatisfied condition shall not be required pursuant to the provisions of Section 7.2, 7.3 or 7.4 of this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ashford Hospitality Trust Inc)

Mutual Deliveries. At the Closing, Purchaser and Seller Wyndham, Owner, Operating Lessee or Wyndham Manager, as applicable, shall mutually execute and deliver or cause each to be deliveredthe other: (a) A Subject to the provisions of Section 7.6 hereof, a closing statement reflecting the Purchase Price and closing costs the adjustments and prorations required hereunderhereunder and the allocation of income and expenses required hereby. (b) Subject to the provisions of Section 8.6 hereof, such other documents, instruments and undertakings as may be required by the liquor authorities of the State where the Property a Hotel is located, or of any county or municipality or governmental entity having jurisdiction with respect to the transfer or issue of liquor licenses or alcoholic beverage licenses or permits for the Hotel, to the extent not theretofore executed and delivered. (c) Such other and further documents, papers and instruments as may be reasonably required by the parties hereto or their respective counsel or the Title Company which are not inconsistent with this Agreement or the other Closing Documents. To the extent the delivery of any of the items in Sections 7.2, 7.3 or 7.4 of this Agreement are conditions precedent to the obligation of a party pursuant to Sections 5.1 or 5.2 of this Agreement, and the condition relating to any such item is not satisfied as of Closing, but the party for whose benefit such unsatisfied condition is made elects, nonetheless, to proceed to Closing, the delivery of the item applicable to the unsatisfied condition shall not be required pursuant to the provisions of Section Sections 7.2, 7.3 or 7.4 of this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Wyndham International Inc)

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Mutual Deliveries. At the Closing, Purchaser and Seller Sellers, shall mutually execute and deliver or cause each to be deliveredthe other: (a) A closing statement reflecting the Purchase Price and closing costs required hereunder. (b) Subject to the provisions of Section 8.6 hereof7.12, such other documents, instruments and undertakings as may be required by the liquor authorities of the State where the Property is locatedof California, or of any county or municipality or governmental entity having jurisdiction with respect to the transfer or issue of liquor licenses or alcoholic beverage licenses or permits for the Hotel, to the extent not theretofore executed and delivered.; and (cb) Such other and further documents, papers and instruments as may be reasonably required by the parties hereto or their respective counsel or the Title Company (as defined in the SHC Agreement) which are not inconsistent with this Agreement or the other Closing DocumentsDocuments including, without limitation, in the case of CNL GP, the non-imputation affidavit in the form of Exhibit H hereto. The form and content of such other and further documents are subject to the approval of Sellers and Purchaser, which will not be unreasonably withheld. To the extent the delivery of any of the items in Sections 7.28.2, 7.3 8.3 or 7.4 of this Agreement 8.4 are conditions precedent to the obligation of a party pursuant to Sections 5.1 6.1 or 5.2 of this Agreement6.2, and the condition relating to any such item is not satisfied as of Closing, but the party for whose benefit such unsatisfied condition is made elects, nonetheless, to proceed to Closing, the delivery of the item applicable to the unsatisfied condition shall not be required pursuant to the provisions of Section 7.2Sections 8.2, 7.3 8.3 or 7.4 of this Agreement8.4.

Appears in 1 contract

Samples: Purchase and Sale Agreement (CNL Hotels & Resorts, Inc.)

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