No Admission to Third Parties Sample Clauses

No Admission to Third Parties. The inclusion of any possible or alleged breach or violation or law or contract or any possible notices, consents or options implicated by any contract shall not be construed as an 84 admission or indication by Stayton or Purchaser that any such breach or violation exists or has actually occurred, or that any notice, consent or option is actually required by such contract.
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No Admission to Third Parties. 83 Exhibit Description A-1 Legal Descriptions of Lands A-2 Allocated Purchase Price B List of Properties (Assisted Living, Independent Living, Skilled Nursing) C Form of Deed D Excluded Personal Property E Encumbrances on Personal Property F Form of Xxxx of Sale G Form of Assignment and Assumption Agreement H FIRPTA Affidavit I-1 Description of Existing Real Property Loans I-2 Description of Existing Personal Property Debt J Non-Terminable Operating Contracts K Stayton Provided Information L Bid Procedures M-1 List of reports constituting the Title Report M-2 Title Companies M-3 Required Removal Exceptions M-4 Required Affirmative Insurance M-5 Required Title Consent Properties M-6 Required Title Notice Properties M-7 Required Title Option Properties M-8 Missing Surveys N Utility Company Deposits O-1 Modification Schedule O-2 Underwritten Rate Calculation O-3 Form Modification Documents X-0 XX-00 Xxxx Sheet O-5 CS-27 Term Sheet O-6 GE Term Sheet X-0 Xxxxxxx Xxxxx X-0 XXXX Test Modifications O-9 Underwritten Assumed Real Property Loan Balance (allocated by the applicable Existing Real Property Loan) O-10 Permitted Discrepancies P Motor Vehicles Q Reorganization Plan R [Intentionally Deleted] S Form of Interim Operating Agreement T Blackstone Venture LLC Agreement U Resident Agreement Brokers V Facility Managers W Form of Ground Lease Estoppel AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT OF PURCHASE AND SALE is made and entered into this January 15, 2010 by and among Xxxxxxx XX Assisted Living, L.L.C. ("Stayton"), an Oregon limited liability company constituting the Unitary Sunwest Enterprise designated in the Approval Order of the United States District Court for the District of Oregon dated October 2, 2009, and BRE/SW Portfolio LLC, a Delaware limited liability company (hereinafter referred to as "Purchaser").
No Admission to Third Parties. The inclusion of any possible or alleged breach or violation or law or contract or any possible notices, consents or options implicated by any contract shall not be construed as an admission or indication by Xxxxxxx or Purchaser that any such breach or violation exists or has actually occurred, or that any notice, consent or option is actually required by such contract. Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 93 of 99 Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 94 of 99 Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 95 of 99 Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 96 of 99 Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 97 of 99 Case 6:09-cv-06082-HO Document 826-2 Filed 01/19/2010 Page 98 of 99

Related to No Admission to Third Parties

  • No Third Parties Nothing in this Agreement is intended to, nor shall it confer any rights on a third party.

  • Delegation to Third Parties Except where prohibited by applicable law or regulation, the Sub-Adviser may delegate or may employ a third party to perform any accounting, administrative, reporting and ancillary services required to enable the Sub-Adviser to perform its functions under this Agreement. Notwithstanding any other provision of the Agreement, the Sub-Adviser may provide information about the Adviser and any Fund to any such third party for the purposes of this paragraph, provided that the third party is subject to a confidentiality agreement that specifically prevents the misuse of any such information, including portfolio holdings. The Sub-Adviser will act in good faith and with due diligence in the selection, use and monitoring of third parties and shall be solely responsible for any loss, mistake, gross negligence or misconduct caused by such third party.

  • Liability to Third Parties The Member shall not be liable for the debts, obligations or liabilities of the Company, including under a judgment, decree or order of a court.

  • No Admission of Liability Employee understands and acknowledges that this Agreement constitutes a compromise and settlement of any and all actual or potential disputed claims by Employee. No action taken by the Company hereto, either previously or in connection with this Agreement, shall be deemed or construed to be (a) an admission of the truth or falsity of any actual or potential claims or (b) an acknowledgment or admission by the Company of any fault or liability whatsoever to Employee or to any third party.

  • No Obligation to Third Parties The execution and delivery of this Agreement shall not be deemed to confer any rights upon, nor obligate either of the parties hereto to, any person or entity not a party to this Agreement.

  • No Admissions You understand and agree that the promises and payments in consideration of this Agreement shall not be construed to be an admission of any liability or obligation by the Company to you or to any other person, and that the Company makes no such admission.

  • No Admission of Wrongdoing Employee agrees neither this Agreement and General Release nor the furnishing of the consideration for this Release shall be deemed or construed at any time for any purpose as an admission by Employer of any liability or unlawful conduct of any kind.

  • No Admission This Agreement does not constitute an admission by the Company of any wrongful action or violation of any federal, state, or local statute, or common law rights, including those relating to the provisions of any law or statute concerning employment actions, or of any other possible or claimed violation of law or rights.

  • Disclosure to Third Parties (a) Notwithstanding the foregoing provisions of Section 7.1, the Parties may disclose Confidential Information belonging to the other Party:

  • No Third Party Liability This Agreement may only be enforced against the named parties hereto. All claims or causes of action (whether in contract or tort) that may be based upon, arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement (including any representation or warranty made in or in connection with this Agreement or as an inducement to enter into this Agreement), may be made only against the entities that are expressly identified as parties hereto; and no past, present or future director, officer, employee, incorporator, member, partner, stockholder, Affiliate, agent, attorney or representative of any party hereto (including any Person negotiating or executing this Agreement on behalf of a party hereto), unless party to this Agreement, shall have any liability or obligation with respect to this Agreement or with respect any claim or cause of action (whether in contract or tort) that may arise out of or relate to this Agreement, or the negotiation, execution or performance of this Agreement (including a representation or warranty made in or in connection with this Agreement or as an inducement to enter into this Agreement).

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