Obligations at the Closing. Section 12.01;
Obligations at the Closing. In addition to the actions contemplated by Article 2, at the Closing the parties shall cause the following actions to be taken:
Obligations at the Closing. At the Closing the following will take place:
(i) The Purchaser shall execute and deliver to the Seller such documents which may be necessary to give effect to this Agreement.
(ii) The Purchaser shall pay to the Seller the balance of the Purchase Price in immediately available funds.
(iii) The Purchaser shall pay to the Association the Assessment (condominium owners' dues) for the Common Expenses commencing as of the Closing Date as set by the Seller, whether or not the Closing actually takes place on said date, provided that the delay in the Closing is due to a failure on the part of the Purchaser and is not a delay caused by the actions of any party other than the Purchaser and provided further, that the delay in the Closing is at the mutual consent of the Seller and Purchaser. Said Assessments (condominium owners' dues) shall be in the amount specified by the Association for the Unit. The first payment shall be made at the Closing and be for the remainder of the month during which the Closing takes place. The first payment will be prorated for the period beginning with the date the Seller is ready to close and ending with the next Assessment (condominium owners' dues) payment date following the Closing. In addition, the Purchaser will be obligated to pay the Association, at the Closing, a sum equal to a two (2) month installment of said Assessment (condominium owners' dues) fee as a non-refundable contribution to the initial working capital of the Association, which will not be considered an advance on the monthly Assessments (condominium owners' dues) due the Association.
(iv) The Seller has or will loan to the Association a sum of money for the purpose of allowing the Association to pay a hazard and/or flood insurance premium or premiums covering Kiva Village Buildings I and II, a Condominium. In addition to the other Assessments due at the Closing, the Purchaser will reimburse to the Declarant, at the Closing, an amount equal to the percentage of ownership of the Purchaser in the Common Elements attached to the Unit being purchased by the Purchaser multiplied by the amount of money loaned by the Seller to the Association for the purpose of paying the insurance premium or premiums as provided for in this Agreement.
(v) The Unit is currently assessed in the Revenue Commissioner's Office of Xxxxxxx County, Alabama, ("Revenue Commissioner=s Office"), with other property under a single assessment. The Seller has been informed by the Revenue Commissioner=s...
Obligations at the Closing. At the Closing, the parties shall:
(a) Cause the Deed and the Assignment and Assumption Agreement (or a separate assignment of leases, if any) to be recorded in the office of the County Recorder of Dubuque County, Iowa, and upon such recordation the beneficial ownership and the risk of loss of the Real Property shall pass from Seller to Buyer;
(b) Deliver to Buyer those documents set forth in Section 10.2 and other instruments conveying title to the Real Property to Buyer; and
(c) Deliver to Seller the Purchase Price and those documents set forth in Section 10.3.
Obligations at the Closing. 38 11.1. PSI' Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 11.2. Speex'x Xxxigations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 ARTICLE XII FURTHER COVENANTS OF PSI AND Speex . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 12.1.
Obligations at the Closing. (a) If the Buyer could pay the Closing Payment on the Closing Date, then on the Closing Date:
(i) the Seller shall deliver to the Buyer all of the items set out in Part A of SCHEDULE 2 (Closing Arrangement);
(ii) the Buyer shall pay to the Seller’s Account the Closing Payment and deliver to the Seller the scanned copy of the bank payment instruction in respect of such payment; and
(iii) the Buyer shall deliver to the Seller all items set out in Part B of SCHEDULE 2 (Closing Arrangement)
(b) If the Buyer could not pay the Closing Payment on the Closing Date, then:
(i) On the Closing Date:
A. The Group Companies’ “important items” (the list of important items shall be made based on the “important items” listed in SCHEDULE 2) shall be saved on the Closing Date by the Parties in a bank deposit box that is jointly appointed and may only be jointly opened by the Parties;
B. The Seller shall deliver all other items except for “important items” set out in Part A of SCHEDULE 2 (Closing Arrangement) and the WFOE’s possession of the Real Property (subject to the lease on the Real Property) shall be transferred and delivered to the Buyer on the Closing Date.
C. The Buyer shall deliver all items set out in Part B of SCHEDULE 2(Closing Arrangement) to the Seller.
(ii) Within five (5) days after the Closing Date (inclusive) (for the avoidance of doubt, no late performance interests will be imposed on the Buyer), the Buyer shall pay to the Seller’s Account the Closing Payment and deliver to the Seller the scanned copy of the bank payment instruction in respect of such payment. While the Buyer has paid the aforesaid Closing Payment, the Parties shall release and deliver all important items saved in the deposit box to the Buyer.
Obligations at the Closing. 10.1 Seller's Obligations. At the Closing, Seller shall deliver to Purchaser:
10.1.1 The Seller and Company Certificate, or, if any representation or warranty of Seller is untrue or incorrect, specifying the respect in which it is untrue or incorrect or, if any such covenant or condition is unfulfilled, specifying the respect in which it is unfulfilled;
Obligations at the Closing. Subject to the conditions set forth in this Agreement, at the Closing:
1. the LLC shall have redeemed NBCC's Redeemable Interest as contemplated by Section I.A. hereof, and made the distribution contemplated by Section I.B. hereof;
2. the sale of the Valley Common Stock shall be consummated in accordance with Section I.C. hereof;
3. the sale of CSL assets shall be consummated in accordance with Section I.D. hereof;
4. the Company shall issue and deliver the shares of Company Common Stock to the LLC Members and the Merger shall be consummated in accordance with Section II.A. hereof;
5. Valley, CSL, the LLC and the Affiliated Holders shall perform, satisfy and comply in all material respects all other covenants and conditions required by this Agreement to be performed, satisfied or complied with on or before the Effective Date; and
6. the Company shall perform, satisfy and comply in all material respects all other covenants and conditions required by this Agreement to be performed, satisfied or complied with on or before the Effective Date.
Obligations at the Closing. 21 7.1 Deliveries.....................................................21 ARTICLE VIII - NATURE AND SURVIVAL OF REPRESENTATIONS AND WARRANTIES.........21 8.1 Survival of Representations and Warranties.....................21 ARTICLE IX - INDEMNIFICATION.................................................21
Obligations at the Closing. 38 6.1. Qualifications ................................................... 38 6.2. Proceedings ...................................................... 39 6.3. Consents, etc .................................................... 40 6.4.
