Property; Purchase and Sale Sample Clauses

Property; Purchase and Sale. Seller hereby agrees to sell, and Purchaser hereby agrees to buy, all of Seller’s right, title and interest in the following property: (a) an approximately 9.999 acre parcel of real property (the “Land”) (a portion of which along the northwestern boundary line is vacant land (the “Vacant Land”)), located in Colorado Springs, El Paso County, Colorado, and as more particularly described on Exhibit A attached to this Agreement; (b) the building and other improvements located on the Land, being a 60,714 square foot office building (the “Improvements”); (the Land, the Vacant Land and the Improvements are referred to herein, collectively, as the “Real Property”); and (d) all fixtures, equipment, and other personal property in Seller’s possession (both tangible and intangible, including, without limitation, to the extent assignable, all plans, drawings, surveys, warranties, permits and authorizations used or usable only in connection with the Real Property and no other property of Seller or its affiliates, and any service and maintenance agreements used or usable only with the Real Property and no other property of Seller or its affiliates), in each case owned by Seller and used in the maintenance and operation of the Improvements, excluding, however, only those proprietary materials of Seller or any of its affiliates or subsidiaries (the “Personal Property”) (collectively, the Real Property and the Personal Property are sometimes referred to herein as the “Property”).
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Property; Purchase and Sale i. Little Red Hen, Inc. is the owner of that certain real property in Pocatello, Idaho, Bannock County, legally described as “Parcel 1” on EXHIBIT A attached hereto. Little Red Hen, Inc. agrees to sell, and Buyer agrees to purchase Parcel 1, together with all appurtenances thereto.
Sample 1
Property; Purchase and Sale. Seller shall sell and convey to Buyer (or Buyer's designee), and Buyer (or its designee) shall purchase from Seller, in accordance with and subject to the provisions, terms and conditions of this Agreement, the property identified in Section 1.1 and more particularly described as follows, containing the following elements (collectively, the "Property"):
Sample 1
Property; Purchase and Sale. Pursuant to the terms and conditions of this Contract, Seller shall sell and Buyer shall buy the following described real property in Pinellas County, Florida (the "Property"): Lot 0, Xxxxx 0, Xxxxxx Xxxxxxx Xxxxxxxxxx District Second Replat and Addition, as recorded in Plat Book 57, Page 17, Public Records of Pinellas County, Florida, and that portion of Lot 0, Xxxxx 0, Xxxxxx Xxxxxxx Xxxxxxxxxx District Second Replat and Addition, as recorded in Plat Book 57, Page 17, Public Records of Pinellas County, Florida, lying northerly of a line drawn south of the most southerly portion of the concrete steps on the south side of the building located on such Lot 6 and parallel with the southerly line of such Lot 6; provided, however, the exact legal description shall be as provided by the survey referred to in paragraph (b) of the Standards For Real Estate Transactions attached hereto as Exhibit "A" and incorporated herein by this reference (the "Standards") and reasonably approved by Seller and Buyer. No personal property is included in the transaction provided for in this Contract (the "Transaction").
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Property; Purchase and Sale. Seller agrees to sell, and Purchaser agrees to buy, all of Seller's right, title and interest in the following property: (a) the fee simple interest of Seller in a parcel containing .577 acres, more or less, described as Map 26, Section 16, Block 6311, Lot 55, and as further described on Exhibit A, attached to and made a part of this Agreement (the "Land"), located in the City of Baltimore, State of Maryland; (b) all of Seller’s interest, if any, in the buildings and other improvements located on the Land, including a building consisting of 25,200 square feet, more or less, of office and warehouse space, being generally known as 3800 Xxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxx 00000 (the "Improvements"); (c) together with all fixtures, equipment, and other personal property owned by Seller and affixed to the Improvements (the “Fixtures”) (collectively, the Land, Improvements and the Fixtures are sometimes referred to in this Agreement as the "Property").
Sample 1
Property; Purchase and Sale. Pursuant to the terms and conditions of this Contract, Seller shall sell and Buyer shall buy the following described real property in Pinellas County, Florida (the "Property"): that portion of Lot 0, Xxxxx 0, Xxxxxx Xxxxxxx Xxxxxxxxxx District Second Replat and Addition (recorded in Plat Book 57, Page 17, Public Records of Pinellas County, Florida) lying southerly of a line drawn (a) perpendicular to the easterly line of such Lot 6 and (b) 20' south of the most southerly portion of the concrete steps on the south side of the building located on such Lot 6; provided, however, that the exact legal description shall be as provided by the survey referred to in paragraph (b) of the Standards For Real Estate Transactions attached hereto as Exhibit "A" and incorporated herein by this reference (the "Standards") and reasonably approved by Seller and Buyer. No personal property is included in the transaction provided for in this Contract (the "Transaction"). Buyer may not assign this Contract.
Sample 1
Property; Purchase and Sale 
Sample 1
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Related to Property; Purchase and Sale

  • Purchase Price; Purchase and Sale The purchase price for the Mortgage Loans shall be payable by the Company to the Seller on the Closing Date either (i) by appropriate notation of an inter company transfer between affiliates of UBS or (ii) in immediately available Federal funds wired to such bank as may be designated by the Seller. Upon payment of the purchase price by the Company, the Seller shall be deemed to have transferred, assigned, set over and otherwise conveyed to the Company all the right, title and interest of the Seller in and to the Mortgage Loans as of the Cut-Off Date, including all interest and principal due on the Mortgage Loans after the Cut-Off Date (including scheduled payments of principal and interest due after the Cut-Off Date but received by the Seller on or before the Cut-Off Date, but not including payments of principal and interest due on the Mortgage Loans on or before the Cut-Off Date), together with all of the Seller’s right, title and interest in and to the proceeds of any related title, hazard, primary mortgage or other insurance policies together with all rights with respect to the related Mortgage Loans, and only with respect to the Mortgage Loans, under each of the Servicing Agreements (other than those rights under the Servicing Agreements that do not relate to servicing of the Mortgage Loans (including, without limitation, the representations and warranties made by each Servicer (in its capacity as loan seller to the Transferor) and the document delivery requirements of such Servicer and the remedies (including indemnification) available for breaches thereto), which rights were retained by the Transferor pursuant to the Assignment Agreements). The Company hereby directs the Seller, and the Seller hereby agrees, to deliver to the Master Servicer all documents, instruments and agreements required to be delivered by the Company to the Master Servicer under the Pooling and Servicing Agreement and such other documents, instruments and agreements as the Company or the Trustee shall reasonably request. The Seller shall use its reasonable best efforts to cause each Servicer to enter into the related Assignment Agreement in form and substance satisfactory to the Seller and the Company in order to effectuate the assignment to the Company of the Servicing Agreements with respect to the Mortgage Loans.

  • The Purchase and Sale On the terms and subject to the conditions set forth in this Agreement, at the Closing, the Purchaser shall purchase, acquire and accept from the Seller, and the Seller shall sell, transfer, assign and deliver to the Purchaser, the Company Interests, free and clear of all Liens (other than Liens created by Parent or Purchaser).

  • Purchase and Sale; Purchase Price (a) Subject to the terms and conditions set forth herein, the Company shall issue and sell and the Purchaser shall purchase an aggregate principal amount of One Million Dollars ($1,000,000) (the "Purchase Price") of the Debentures, of which Five Hundred Thousand Five Hundred Dollars ($500,000) shall be attributable to the Debenture A and Five Hundred Thousand Dollars ($500,000) shall be attributable to the Debenture B. The Debentures shall have the respective rights, preferences and privileges as set forth in the respective Debentures annexed as EXHIBIT A-1 and EXHIBIT A-2.

  • Purchase and Sale Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at the purchase price set forth in Schedule I hereto the principal amount of the Securities set forth opposite such Underwriter’s name in Schedule II hereto.

  • Purchase and Sale of the Purchased Assets 2 Section 2.1 Assets of Seller to be Transferred to Buyer 2 Section 2.2 Excluded Assets 3 ARTICLE III PURCHASE PRICE FOR THE PURCHASED ASSETS 4 Section 3.1 Purchase Price 4 Section 3.2 Closing Payments 4 Section 3.3 Post-Closing Payments. 4 Section 3.4 Pre-Closing Statement; Post-Closing Purchase Price Adjustment. 5 Section 3.5 Covenants Regarding Stock Consideration. 7 Section 3.6 Allocation of Purchase Price 8 Section 3.7 Withholding 8 Section 3.8 Electronic Transfer of Certain Assets 8 Section 3.9 Employee and Independent Contractor Matters 9 Section 3.10 Inability to Assign Assigned Contracts. 10 Section 3.11 Payments to Members 10 Section 3.12 Paying Agent 11

  • Purchase and Sale Agreement The Participating Investors and the selling Key Holder agree that the terms and conditions of any Proposed Key Holder Transfer in accordance with Subsection 2.2 will be memorialized in, and governed by, a written purchase and sale agreement with the Prospective Transferee (the “Purchase and Sale Agreement”) with customary terms and provisions for such a transaction, and the Participating Investors and the selling Key Holder further covenant and agree to enter into such Purchase and Sale Agreement as a condition precedent to any sale or other transfer in accordance with this Subsection 2.2.

  • Purchase and Sale Closing 19 Section 2.1 Purchase and Sale of Acquired Assets 19 Section 2.2 Excluded Assets 20 Section 2.3 Assumption of Assumed Liabilities 22 Section 2.4 Excluded Liabilities 23 Section 2.5 Purchase Price 25 Section 2.6 Certain Adjustments to Base Purchase Price 25 Section 2.7 Proration 28 Section 2.8 Allocation of Purchase Price 30 Section 2.9 Closing 30 Section 2.10 Deliveries by Seller at Closing 30 Section 2.11 Deliveries by Buyer at Closing 32 Section 2.12 Guaranties 34 ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLER 34 Section 3.1 Organization and Existence 34 Section 3.2 Authority and Enforceability 34 Section 3.3 No Conflicts; Consents and Approvals 34 Section 3.4 Legal Proceedings 35 Section 3.5 Compliance with Laws; Permits 35 Section 3.6 Title to Acquired Assets 36 Section 3.7 Assets Used in Operation of the Facilities 36 Section 3.8 Material Contracts 37 Section 3.9 Insurance 39 Section 3.10 Taxes 39 Section 3.11 Environmental Matters 39 Section 3.12 Employment and Labor Matters 40 Section 3.13 Employee Benefit Plans 42 Section 3.14 Condemnation 42 Section 3.15 Financial Information 42 Section 3.16 Absence of Certain Changes 43 Section 3.17 Real Property 43 Section 3.18 Regulatory Status 44 Section 3.19 Brokers 44 Section 3.20 Complete Copies 44 Section 3.21 Capacity Markets; Winter Reliability Program 44 Section 3.22 Exclusive Representations and Warranties 45

  • Purchase and Closing (a) On the basis of the representations, warranties, agreements and covenants herein contained and subject to the terms and conditions herein set forth, the Company agrees to issue and sell to each of the Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase from the Company, at a purchase price of $___ per Share (the "Purchase Price"), the number of Firm Shares set forth opposite the name of such Underwriter in Schedule 1 hereto. [Firm Shares shall be registered by [ChaseMellon Shareholder Services, Inc.] in the name of the nominee of the Depository Trust Company ("DTC"), Cede & Co. ("Cede & Co."), and credited to the accounts of such of its participants as the Representatives shall request, upon notice to the Company at least 48 hours prior to the First Closing Date (as defined below)], with any transfer taxes payable in connection with the transfer of the Firm Shares to the Underwriters duly paid, against payment by or on behalf of the Underwriters to the account of the Company of the aggregate Purchase Price therefor by wire transfer in immediately available funds. The Company will make the certificate or certificates for the Firm Shares available for checking and packaging by the Representatives at the offices in New York, New York of the Company's transfer agent or registrar or of the Representatives at least 24 hours prior to the First Closing Date. Delivery or registry of and payment for the Firm Shares shall be made at the offices of Brobxxx Xxxexxx & Xarrxxxx XXX, Two Embarcadero Place, 2200 Xxxx Xxxx, Xxxx Xxxx, Xxxxxxxxxx xx 9:30 A.M., New York City time, on [_________, ____], or at such other place, time or date as the Representatives and the Company may agree upon. Such time and date of delivery against payment are herein referred to as the "First Closing Date," and the implementation of all the actions described in this Section 2(a) is herein referred to as the "First Closing."

  • Purchase and Sale Agreements All purchase and sale agreements now or hereafter entered into of the Real Estate, or any portion thereof, or any condominium units into which the Real Estate may be converted including, without limitation, cash, letters of credit or securities deposited thereunder to secure performance by the purchasers of their obligations thereunder (hereinafter, the “Purchase and Sale Agreements”); and

  • Purchase and Sale of the Property Subject to the terms of this Agreement, Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the Property for the Purchase Price.

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