POSSESSION AND SETTLEMENT Clause Samples
The Possession and Settlement clause defines when and how the buyer takes physical possession of the property and when the financial transaction is finalized. Typically, this clause specifies the exact date and time when the buyer is entitled to occupy the property, as well as the conditions under which the seller must vacate and hand over keys. It also outlines the process for transferring funds and legal ownership, ensuring that both parties fulfill their obligations before the transaction is considered complete. The core function of this clause is to provide a clear, enforceable timeline for the transfer of both possession and ownership, thereby preventing disputes and ensuring a smooth transition between seller and buyer.
POSSESSION AND SETTLEMENT. Possession
3.1 Unless particulars of a tenancy are included in this agreement the property is sold with vacant possession and the vendor shall so yield the property on the settlement date.
3.2 If the property is sold with vacant possession, then subject to the rights of any tenants of the property, the vendor shall permit the purchaser or any person authorised by the purchaser in writing, upon reasonable notice:
(1) to enter the property on one occasion prior to the settlement date for the purposes of examining the property, chattels and fixtures which are included in the sale; and
(2) to re-enter the property on or before the settlement date to confirm compliance by the vendor with any agreement made by the vendor to carry out any work on the property and the chattels and fixtures.
3.3 Possession shall be given and taken on the settlement date. Outgoings and incomings in respect of the settlement date are the responsibility of and belong to the vendor.
3.4 On the settlement date the vendor shall make available to the purchaser keys to all exterior doors, electronic door openers relating to the property and the keys and/or security codes to any alarms which may be situated on the property. The vendor does not have to make available keys, electronic door openers and security codes where the property is tenanted and these are held by the tenant.
POSSESSION AND SETTLEMENT. 3.1 On the settlement date possession must be given and taken of the settlement licensed land subject to the relevant encumbrances.
3.2 Subject to paragraph 9 of this schedule, on the settlement date the Crown must hand to the governance entity:
3.2.1 a registrable memorandum of transfer for the settlement licensed land;
3.2.2 all other instruments in registrable form which may be required by this part of the schedule, including those referred to in paragraph 3.3; and
3.2.3 all contracts and other documents which create unregistered rights, interests and obligations affecting the registered proprietor‟s interest (but not proclamations, Gazette notices and similar public notices) and which will continue following settlement.
3.3 The governance entity must, within 5 business days of the settlement date or, if paragraph 9 applies, within the timeframe set out in paragraph 9, lodge the following documents for registration in the following order in relation to the settlement licensed land:
3.3.1 written applications for computer freehold registers in the name of the Crown for the settlement licensed land;
3.3.2 the transfer to the governance entity; and
3.3.3 the easement to be granted under [the relevant clause of the deed].
3.4 All outgoings and incomings (including rates, excluding insurance premiums) in relation to the settlement licensed land must be apportioned at the settlement date.
3.5 The Crown must supply a statement of apportionments to the governance entity before the settlement date in respect of the settlement licensed land. On the settlement date:
3.5.1 the governance entity must pay to the Crown the amount by which the outgoings (except for insurance premiums) for the settlement licensed land pre-paid by the Crown in respect of a period after the settlement date exceed the incomings received by the Crown for that period; or
3.5.2 the Crown must pay to the governance entity the amount by which the incomings received by the Crown in respect of a period after the settlement date exceed the outgoings (except for insurance premiums) for the settlement licensed land pre-paid by the Crown for that period.
3.6 The Crown must make available to the governance entity on the settlement date any keys to gates to the settlement licensed land that are in the possession of the Crown at the settlement date.
3.7 The settlement licensed land must be transferred inclusive of all fixtures and fittings that are owned by the Crown and are situated on the settlement l...
POSSESSION AND SETTLEMENT. 3.1 On the Settlement Date:
3.1.1 possession must be given and taken of the Commercial Redress Property subject to the Relevant Encumbrances; and
3.1.2 vacant possession must be given and taken of the Commercial Redress Property which is not subject to any Relevant Encumbrance.
POSSESSION AND SETTLEMENT. 3.1 On the Settlement Date:
3.1.1 possession must be given and taken of the Commercial Redress Property subject to the Relevant Encumbrances; and
3.1.2 vacant possession must be given and taken of the Commercial Redress Property which is not subject to any Relevant Encumbrance.
3.2 Subject to paragraph 9 of this schedule, on the Settlement Date the Crown must hand to the Governance Entity:
3.2.1 a registrable memorandum of transfer of each Commercial Redress Property;
3.2.2 all other instruments in registrable form which may be required by this Part 2; and
3.2.3 all contracts and other documents which create unregistered rights, interests and obligations affecting the registered proprietor‟s interest (but not proclamations, Gazette notices and similar public notices) and which will continue following Settlement.
3.3 All outgoings and incomings (including rates, excluding insurance premiums) must be apportioned at the Settlement Date.
3.4 The Crown must supply a statement of apportionments to the Governance Entity before the Settlement Date. On the Settlement Date:
3.4.1 the Governance Entity must pay to the Crown the amount by which the outgoings (except for insurance premiums) for the Commercial Redress Property pre-paid by the Crown in respect of a period after the Settlement Date exceed the incomings received by the Crown for that period; or
3.4.2 the Crown must pay to the Governance Entity the amount by which the incomings received by the Crown in respect of a period after the Settlement Date exceed the outgoings (except for insurance premiums) for the Commercial Redress Property pre-paid by the Crown for that period.
3.5 The Crown must make available to the Governance Entity on the Settlement Date any keys to exterior doors to, and electronic door openers (if any) and/or security codes to alarms (if any) for, the Commercial Redress Property that are in the possession of the Crown at the Settlement Date.
3.6 The Commercial Redress Property must be transferred inclusive of all fixtures and fittings that are owned by the Crown and are situated on the Commercial Redress Property at the Date of the Deed and those fixtures and fittings will be free from any charge.
3.7 No chattels situated on the Commercial Redress Property will be included in its transfer. Any issue as to the ownership of, and liability for, any such chattels, and any fixtures or fittings owned or installed by any tenant or occupant of the Commercial Redress Property, must be resolved betw...
POSSESSION AND SETTLEMENT. 5.1 On the deferred selection settlement date:
5.1.1 the governance entity shall pay to the Crown an amount equal to the transfer value (plus GST if any) either by way of bank cheque drawn on a New Zealand registered bank and made payable to the land holding agency or by electronic transfer;
5.1.2 possession must be given and taken of the deferred selection property subject to the disclosed encumbrances (as they may be varied under paragraph 3.2 of this part); and
5.1.3 vacant possession must be given and taken of the deferred selection property if it is not:
(a) a leaseback property; or
(b) subject to any disclosed encumbrance (as they may be varied under paragraph 3.2 of this part) that prevent vacant possession being given and taken. NGATI KUIA TE WHAKATAU I DEED OF SETTLEMENT PROPERTY REDRESS SCHEDULE 5.2 Subject to paragraphs 5.3 and 11.1.2, the Crown must provide the governance entity with the following in relation to a deferred selection property on the deferred selection settlement date:
5.2.1 evidence of:
(a) a registrable transfer instrument; and
(b) any other registrable instrument required by this deed in relation to the property; and
5.2.2 all contracts and other documents (but not public notices such as proclamations and Gazette notices) that create unregistered rights or obligations affecting the registered proprietor’s interest in the property after the deferred selection settlement date. (
POSSESSION AND SETTLEMENT. 4.1 On the Wanganui Prison settlement date possession (but not vacant possession) must be given and taken of the Wanganui Prison subject to the disclosed encumbrances (as they may be varied under paragraph 2.2).
4.2 Subject to paragraph 10, on the Wanganui Prison settlement date the Crown must hand to the governance entity and the Pakaitore trustees (or a person authorised by those parties):
4.2.1 a registrable memorandum of transfer of an undivided half share as tenant in common in the fee simple estate in the Wanganui Prison to the governance entity;
4.2.2 a registrable memorandum of transfer of an undivided half share as tenant in common in the fee simple estate in the Wanganui Prison to the Pakaitore trustees;
4.2.3 all other instruments in registrable form which may be required by this part 22A, including those referred to in paragraph 4.3; and
4.2.4 all contracts and other documents which create unregistered rights, interests and obligations affecting the registered proprietors’ interest (but not proclamations, Gazette notices and similar public notices) and which will continue following the actual Wanganui Prison settlement date.
4.3 The governance entity and the Pakaitore trustees (or a person authorised by those parties) must, unless the Crown agrees otherwise, within 5 business days of the actual Wanganui Prison settlement date or if paragraph 10 applies, within the timeframe set out in paragraph 10, lodge the following documents for registration in the following order in relation to the Wanganui Prison:
4.3.1 a written application for two computer freehold registers in the name of the Crown;
4.3.2 the transfer to the governance entity;
4.3.3 the transfer to the Pakaitore trustees; and
POSSESSION AND SETTLEMENT. 4.1 On the cleared current surplus land settlement date:
4.1.1 the relevant governance entity shall pay to the Crown an amount equal to the transfer value (plus GST if any) either by way of bank cheque drawn on a New Zealand registered bank and made payable to the land holding agency or by electronic transfer;
4.1.2 possession must be given and taken of the cleared current surplus land subject to the disclosed encumbrances (as they may be varied under paragraph 2.2 of this part); and
4.1.3 vacant possession must be given and taken of the cleared current surplus land if it is not subject to any disclosed encumbrance (as they may be varied under paragraph
2.2 of this part) that prevent vacant possession being given and taken.
POSSESSION AND SETTLEMENT. 3.1 Unless the particulars of a Lease are disclosed to the purchaser in accordance with Valuation Disclosure then the property is to be transferred with vacant possession and the vendor shall so yield the property on the possession date together with keys and security cards to all doors (if applicable) in the possession or control of the Vendor Agency or the vendor. Where particulars of a Lease or Leases are so disclosed the property shall be sold subject to and with the benefit o f that Lease or Leases.
3.2 On the possession date:
3.2.1 the purchaser shall pay the vendor the purchase price; and
3.2.2 possession shall be given and taken.
3.3 If from any cause whatever save the default of the vendor any portion of the purchase price is not paid upon the due date for payment the purchaser shall pay to the vendor interest at the interest rate for late settlement on the portion o f the purchase price so unpaid from the due date for payment until payment; but nevertheless this stipulation is without prejudice to any of the vendor’s rights or remedies including any right to claim for additional expenses and damages. For the purposes of this subclause a payment made on a day other than a Business Day or after the termination of a Business Day shall be deemed to be made on the next following working day and interest shall be computed accordingly.
3.4.1 If for any cause whatever save the default of the purchaser the vendor does not offer to give possession (and where the agreement calls for it, vacant possession) when the purchaser is entitled to possession the vendor shall pay to the purchaser a fair market rent for the property until possession is offered and the vendor shall also compensate the purchaser for any expenses incurred and damages suffered by the purchaser (including the purchaser’s reasonable costs of temporary accommodation for persons and for chattels) resulting from the failure of the vendor to give possession on the date aforesaid to the extent that such expenses and damages are greater than the fair rental for the property.
(a) Where the purchaser or any person claiming through the purchaser elects to go into possession of the property prior to settlement the purchaser shall pay RJR0235751.01 DEED OF SETTLEMENT: ATTACHMENT 4.4 4.4-3 to the vendor on settlement a fair market rental for the property during the period of possession prior to settlement; provided that in respect of any period when the purchaser is obliged to pay interest under paragr...