Common use of No Recordation Clause in Contracts

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof.

Appears in 12 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Inland Real Estate Income Trust, Inc.), Purchase and Sale Agreement (American Realty Capital Healthcare Trust Inc)

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No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 12.2 hereof.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (ESH Hospitality, Inc.), Purchase and Sale Agreement (Select Income REIT), Purchase and Sale Agreement (Parkway Properties Inc)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys' fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Capital Lease Funding Inc), Purchase and Sale Agreement (Brookdale Senior Living Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (ai) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (bii) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Lawslaw, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 9.2 hereof.

Appears in 2 contracts

Samples: Loan Agreement (Washington Prime Group, L.P.), Lease Agreement

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith herewith, and (b) to indemnify Seller against all Liabilities (including reasonable attorneys' fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof9.2.

Appears in 2 contracts

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

No Recordation. The Seller and the Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and the Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property Properties or any portion thereof in connection herewith herewith, and (b) to indemnify the Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by the Seller by reason of the filing by the Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, however, the Buyer shall be entitled permitted to record file a notice Notice of lis pendens Settlement with regard to the acquisition and, if Buyer is entitled to seek (and is actually seeking) specific performance necessary, financing of this Agreement by Seller in accordance with the terms of Section 11.2 hereofProperties.

Appears in 1 contract

Samples: Purchase and Sale Agreement

No Recordation. Seller Sellers and Buyer Purchaser each agrees agree that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer Purchaser agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property Facilities or any portion thereof in connection herewith and (b) to indemnify Seller Sellers against all Liabilities liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller Sellers by reason of the filing by Buyer Purchaser of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Lawslaws, Buyer Purchaser shall be entitled to record a notice of lis pendens or certificate of pending litigation if Buyer Purchaser is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller Sellers in accordance with the terms of Section 11.2 10.3 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sunrise Senior Living Inc)

No Recordation. Seller Sellers and Buyer Purchaser each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer Purchaser agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property Properties or any portion thereof in connection herewith and (b) to indemnify Seller Sellers against all Liabilities costs, claims, losses, liabilities, damages and expenses (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller Sellers by reason of the filing by Buyer Purchaser of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Lawslaw, Buyer Purchaser shall be entitled to record a notice of lis pendens if Buyer Purchaser is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller Sellers in accordance with the terms of Section 11.2 11.1 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Extra Space Storage Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) seeking specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereofhereof or in such other applicable circumstances in which Buyer is seeking to enforce its rights hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Global Income Trust, Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer (i) shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof9.2 and (ii) in such event, Buyer shall have no obligation to indemnify Seller in connection therewith.

Appears in 1 contract

Samples: Purchase and Sale Agreement (KBS Legacy Partners Apartment REIT, Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith herewith, and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof9.2.

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Realty Capital New York City REIT, Inc.)

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No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 Paragraph 12.2 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pebblebrook Hotel Trust)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to and hereby does indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 Paragraph 12.2 hereof.

Appears in 1 contract

Samples: Hotel Purchase and Sale Agreement (Chesapeake Lodging Trust)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof (except as otherwise specifically authorized herein) shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Behringer Harvard Reit I Inc)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof12.2 hereof or in such other applicable circumstances in which Buyer is seeking to enforce its rights hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Global Income Trust, Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith and (b) to indemnify Seller against all Liabilities (including reasonable attorneys' fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Athenahealth Inc)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Property or any portion thereof in connection herewith herewith, and (b) to indemnify Seller against all Liabilities (including inclusing reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof9.2.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rodin Global Property Trust, Inc.)

No Recordation. Seller and Buyer each agrees that neither this Agreement nor any memorandum or notice hereof shall be recorded and Buyer agrees (a) not to file any notice of pendency or other instrument (other than a judgment) against the Phase I Property and Phase IB Property, as applicable, or any portion thereof in connection herewith herewith, and (b) to indemnify Seller against all Liabilities (including reasonable attorneys’ fees, expenses and disbursements) incurred by Seller by reason of the filing by Buyer of such notice of pendency or other instrument. Notwithstanding the foregoing, if the same is permitted pursuant to applicable Laws, Buyer shall be entitled to record a notice of lis pendens if Buyer is entitled to seek (and is actually seeking) specific performance of this Agreement by Seller in accordance with the terms of Section 11.2 hereof9.2.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mack Cali Realty L P)

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