Common use of Parent Joinder Clause in Contracts

Parent Joinder. This joinder (this “Parent Joinder”) is attached to and made a part of the foregoing Agreement and all terms capitalized but not defined herein shall have the respective meanings given to them in the Agreement. The undersigned, HKCG Realty Associates, LP, a Florida limited partnership, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby duly executes with proper authority and joins in the execution of this Agreement, and agrees that it is jointly and severally liable, as a principal and not as a surety, for the performance of the obligations of Seller and AR Owner pursuant to Section 13.3 of the Agreement which may arise following the Closing Date. Purchaser shall have the right to proceed directly against the undersigned without first making written demand to Seller (and without any obligation to bring suit against Seller) for the satisfaction of any such obligations. The undersigned is an indirect owner of Seller, will derive substantial benefits from the transactions described in the Agreement and acknowledges that the execution of this Parent Joinder is a material inducement and condition to Purchaser’s execution of the Agreement. The undersigned represents and warrants that it has the legal right, power, authority and capacity to execute this Parent Joinder, that such execution does not violate the organizational documents of, or any other agreement or instrument by which the undersigned is bound, and that this Parent Joinder is binding and enforceable against the undersigned. The undersigned unconditionally waives any guarantor or suretyship defenses that might otherwise be available to it with respect to its obligations under this Parent Joinder. The terms of this Joinder shall survive Closing. The provisions set forth in Sections 14.3 though 14.13 of the Agreement are hereby incorporated by reference into this Parent Joinder as if fully set forth herein, provided that the undersigned shall be “Seller”, as applicable, under such Sections. HKCG Realty Associates, LP, a Florida limited partnership By: H. Xxxx Capital Group, Inc., its general partner By: /s/ Bxxxx Xxxxxx Name: Bxxxx Xxxxxx Title: Managing Director

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bluerock Residential Growth REIT, Inc.)

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Parent Joinder. This joinder (this “Parent Joinder”) is attached to and made a part of the foregoing Agreement and all terms capitalized but not defined herein shall have the respective meanings given to them in the Agreement. The undersigned, HKCG Realty AssociatesCatalyst Development Partners II, LPLLC, a Florida Georgia limited partnership, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby duly executes with proper authority and joins in the execution of this Agreement, and agrees that it is jointly and severally liable, as a principal and not as a surety, for the performance of the obligations of Seller and AR Owner pursuant to Section 13.3 of the Agreement which may arise following the Closing Date. Purchaser shall have the right to proceed directly against the undersigned without first making written demand to Seller (and without any obligation to bring suit against Seller) for the satisfaction of any such obligations. The undersigned is an indirect owner of Seller, will derive substantial benefits from the transactions described in the Agreement and acknowledges that the execution of this Parent Joinder is a material inducement and condition to Purchaser’s execution of the Agreement. The undersigned represents and warrants that it has the legal right, power, authority and capacity to execute this Parent Joinder, that such execution does not violate the organizational documents of, or any other agreement or instrument by which the undersigned is bound, and that this Parent Joinder is binding and enforceable against the undersigned. The undersigned unconditionally waives any guarantor or suretyship defenses that might otherwise be available to it with respect to its obligations under this Parent Joinder. The terms of this Joinder shall survive Closing. The provisions set forth in Sections 14.3 though 14.13 of the Agreement are hereby incorporated by reference into this Parent Joinder as if fully set forth herein, provided that the undersigned shall be “Seller”, as applicable, under such Sections. HKCG Realty AssociatesCatalyst Development Partners II, LPLLC, a Florida Georgia limited partnership By: H. Xxxx Capital Group, Inc., its general partner liability company By: /s/ Bxxxx Xxxxxx Rxxxxx X. Xxxxx Name: Bxxxx Xxxxxx Rxxxxx X. Xxxxx Title: Managing DirectorManager/Officer Lying and being situate in Mecklenburg County, North Carolina, and being more particularly described as follows: Being all of Parcels 1, 2 and the areas shown as the sixty-six (66) foot public right-of-way (“Pxxxxxx Way”) and the fifty (50) foot public right of way (“Sxxxxxx Xxxx”), as shown on a plat recorded in Map Book 53, page 886, and Parcel 3A as shown on a plat recorded in Map Book 55, page 355, Mecklenburg County Register of Deeds, reference to which is hereby made for a more particular description. TOGETHER WITH the rights and easements conferred by that Sewer Easement Agreement recorded in Book 18053, at page 845, Mecklenburg County Register of Deeds, as amended by First Amendment to Sewer Agreement recorded in Book 20732, at page 68, and Second Amendment to Sewer Easement Agreement recorded in Book 22541, at page 189. TOGETHER WITH easements contained in that Declaration of Easements, Covenants and Restrictions recorded in Book 28849 at page 615, Mecklenburg County Register of Deeds. 3 golf carts with chargers 2 back pack blowers 1 hand truck 2 snow shovels 5 gallon shop vac 2 hand held spreaders pressure washer portable a/c unit portable air tank cordless drill cordless skill saw cordless saw saw battery charger carpet fan blower hvac recovery machine key machine a/c vacuum pump a/c torch set 30 lb a/c recovery tank key machine 8 ft ladder 6 ft ladder 24 ft ladder set of a/c gauges caulk gun miter saw small refrigerator bench grinder Grill with Cover 54 Pool Chairs 28 white drink tables 4 trash cans 1 table with 6 chairs 4 high tables with 4 chairs each 2 end tables

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bluerock Residential Growth REIT, Inc.)

Parent Joinder. This joinder (this “Parent "Joinder") is attached to and made a part of the foregoing Agreement and all terms capitalized but not defined herein shall have the respective meanings given to them in the Agreement. The undersigned, HKCG Realty AssociatesARMADA HXXXXXX PROPERTIES, LP, INC. a Florida limited partnershipMaryland corporation ("Parent"), for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby duly executes with proper authority and joins in the execution of this Agreement, and agrees that it is jointly and severally liable, as a principal and not as a surety, for the performance Seller's indemnity obligations under: (i) Sections 5.3, 4.4 and 8.2 of the obligations Agreement, and (ii) the Bxxx of Sale and Assignment and Assumption of Leases and Service Contracts to be delivered by Seller and AR Owner pursuant to Section 13.3 of Purchaser at Closing under the Agreement which may arise following the Closing DateAgreement. Purchaser shall shal1 have the right to proceed directly against the undersigned without first making written demand to Seller (and without any obligation to bring suit against Seller) for the satisfaction of any such obligations. , The undersigned is an indirect owner of Seller, will derive substantial benefits from the transactions described in the Agreement and acknowledges that the execution of this Parent Joinder is a material inducement and condition to Purchaser’s 's execution of the Agreement. The undersigned represents and warrants that it has the legal right, power, authority and capacity to execute this Parent Joinder, that such execution does not violate the organizational documents of, or any other agreement or instrument by which the undersigned is bound, and that this Parent Joinder is binding and enforceable against the undersigned. The undersigned unconditionally waives any guarantor or suretyship defenses that might otherwise be available to it with respect to its obligations under this Parent Joinder. The terms of this Joinder shall survive Closing. The provisions set forth in Sections 14.3 though 14.13 11.2 through 11.19, both inclusive, of the Agreement are hereby incorporated by reference into this Parent Joinder as if fully set forth herein, provided that the undersigned shall be "Seller", as applicable, under such Sections. HKCG Realty AssociatesARMADA HXXXXXX PROPERTIES, LPINC., a Florida limited partnership By: H. Xxxx Capital Group, Inc., its general partner Maryland corporation By: /s/ Bxxxx Xxxxxx NameExxx X. Xxxxx Exxx X. Xxxxx Vice President of Operations & Secretary BEING ALL THAT CERTAIN PA RCEL CONTAIN ING APPROXIMATELY 2.0994 ACRES AS SHOWN ON A MAP ENTITLED "EXEMPT FINAL RECOMBIN ATION PLAT 300 X XXXXXX XXXXXX & 501 WXXXXXX ST" RECORDED IN PLAT BOOK 192, PAGE 3 DURHAM COUNTY REGISTRY. WHICH IS MORE FULLY DESCRIBED AS: Bxxxx Xxxxxx Title: Managing DirectorBEGINNING AT A PK N A IL ON THE EASTERN RIGHT OF WAY OF WXXXXXX ST; THENCE W ITH A CURVE TURNING TO THE RIGHT WITH AN ARC LENGTH OF 31 .04', WITH A RADIUS OF 20.00', WITH A CHORD BEARING OF N 45°11'41" E, WITH A CHORD LENGTH OF 28.02' TO AN EXISTING IRON PIPE; THENCE N 89°41 '27" E A DISTANCE OF 185.08 TO AN EXISTING IRON PIPE; THENCE WITH A CURVE TURNING TO THE RIGHT WITH AN ARC LENGTH OF 114.62', WITH A RADIUS OF 190.37', WITH A CHORD BEARING OF S 73°14'22" E, WITH A CHORD LENGTH OF 112.90' TO AN EXISTING IRON PIPE; THENCE S 59°12'33" E A DISTANCE OF 1 1 1.39' TO AN EXISTING IRON PIPE; THENCE S 30°47'27" W A DISTANCE OF 90.76' TO AN EXISTING IRON PIPE; THENCE S 27°33'27" W A DISTANCE OF 158.72' TO AN EXISTING IRON PIPE; THENCE N 59°12'33" W ADISTANCE OF 113.65' TO AN EXISTING IRON PIPE; THENCE N 89°21 '33" W A DISTANCE OF 193.78' TO AN EXISTING IRON PIPE; THENCE N 00°38'37" E A DISTANCE OF 227.18' TO AN EXISTING IRON PIPE; WHICH IS THE POINT OF BEGINNING, HAYING AN AREA OF 91 ,449.07 SQUARE FEET OR 2.099 ACRES AS SHOWN ON PLAT PREPARED BY CXXXXXX XXXXXX THAMES PA RECORDED IN DURHAM COUNTY REGISTRY IN BOOK 192 PAGE 3.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bluerock Residential Growth REIT, Inc.)

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Parent Joinder. This joinder (this “Parent Joinder”) is attached to and made a part of the foregoing Agreement and all terms capitalized but not defined herein shall have the respective meanings given to them in the Agreement. The undersigned, HKCG Realty AssociatesBluerock Residential Holdings, LP, a Florida Delaware limited partnership, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby duly executes with proper authority and joins in the execution of this Agreement, and agrees that it is jointly and severally liable, as a principal and not as a surety, for the performance breaches of the obligations of Seller and AR Owner BEMT pursuant to Section 13.3 13 of the Agreement which may arise Agreement. Following a failure of BEMT (or any successor-in-interest thereto) to comply with the provisions of Section 13 following the Closing Date. Purchaser exercise of Stonehenge's rights thereunder (but subject to the proviso contained in Section 13(d)) Stonehenge shall have the right to proceed directly against the undersigned without first making written demand to Seller BEMT (and without any obligation to bring suit against SellerBEMT) for the satisfaction of any such obligations. The undersigned is an indirect owner of SellerBR1, will derive substantial benefits from the transactions described in the Agreement and acknowledges that the execution of this Parent Joinder is a material inducement and condition to Purchaser’s Stonehenge's execution of the Agreement. The undersigned represents and warrants that it has the legal right, power, authority and capacity to execute this Parent Joinder, that such execution does not violate the organizational documents ofof the undersigned, or any other agreement or instrument by which the undersigned is bound, and that this Parent Joinder is binding and enforceable against the undersigned. The undersigned unconditionally waives any guarantor or suretyship defenses that might otherwise be available to it with respect to its obligations under this Parent Joinder. The terms of this Joinder shall survive Closing. The provisions set forth in Sections 14.3 though 14.13 7-9 of the Agreement are hereby incorporated by reference into this Parent Joinder as if fully set forth herein, provided that the undersigned shall be “Seller”, as applicable, under such Sections. HKCG Realty Associates, LP, a Florida Delaware limited partnership By: H. Xxxx Capital GroupBluerock Residential Growth REIT, Inc., its general partner a Maryland corporation Its: General Partner By: /s/ Bxxxx Xxxxxx Mxxxxxx X. Xxxxx Name: Mxxxxxx X. Xxxxx Its: Senior Vice President and Chief Operating Officer Being a tract of land lying in the City of Bxxxx Xxxxxx TitleHill, Davidson County, Tennessee and being more particularly described as follows: Managing DirectorCommencing at the intersection of the southerly right-of-way line of Bxxxxxxx Xxxxxx, 00 feet in width, and the easterly right-of-way line of Fxxxxxxx Xxxx; Thence North 71 deg 02 min 40 sec East. 24.81 feet to an existing hole in concrete on the southerly right-of-way line of Bradford Avenue, being the true point of beginning for this tract; Thence with the southerly right..-of-way line of Bxxxxxxx Xxxxxx, Xxxxx 00 deg 02 min 40 sec East, 325.22 feet to an existing iron rod at a corner common with the property conveyed to Melpark Properties Management, L.P., of record in Book 11037, page 674 at the Register's Office for Davidson County, Tennessee; Thence leaving the southerly right-of-way line of Bradford Avenue with the westerly line of said Melpark Properties Management, South 18 deg 30 min 38 sec East, 367.50 feet to an existing concrete monument on the northerly right-of-way line of Melpark Drive, right-of-way width varies; Thence with the northerly right-of-way line of Melpark Drive for the following three calls:

Appears in 1 contract

Samples: Tenancy in Common Agreement (Bluerock Residential Growth REIT, Inc.)

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