Purchaser Closing Documents. At the Closing, Purchaser shall, subject to the terms of Section 5(c), execute and deliver, or cause to be executed and delivered, to Seller the following documents: (i) the Termination Agreements, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s Lenders; (ii) the MOL Terminations, executed in counterpart by Purchaser; (iii) the Master Lease Amendments, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s Lenders; and (iv) a legal opinion executed by Purchaser’s internal counsel, in form and substance reasonably acceptable to Seller, opining that this Agreement and the documents executed and delivered by Purchaser and, if applicable, its affiliates pursuant to the terms of this Agreement have been duly authorized, executed and delivered by, and are legal, valid and binding obligations of, such signatory(ies).
Appears in 2 contracts
Samples: Agreement for Sale of Real Estate and Master Lease Amendments, Agreement for Sale of Real Estate and Master Lease Amendments (Kindred Healthcare Inc)
Purchaser Closing Documents. At the Closing, Purchaser shall, subject to the terms of Section 5(c)Sections 5(a) and 5(b) above, execute and deliver, or cause to be executed and delivered, to Seller the following documents:
(i) the Assignment and Assumption Agreement, executed in counterpart by Kindred (or, if Purchaser designates one of its affiliates as assignee, Kindred's affiliate designee as assignee, and Purchaser, as joinder party);
(ii) the Termination Agreements, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders;
(iiiii) the MOL Terminations, executed in counterpart by Purchaser;
(iiiiv) the Master Lease Amendments, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders; and
(ivv) a legal opinion executed by Purchaser’s 's internal counsel, in form and substance reasonably acceptable to Seller, opining that this Agreement and the documents executed and delivered by Purchaser and, if applicable, its affiliates pursuant to the terms of this Agreement have been duly authorized, executed and delivered by, and are legal, valid and binding obligations of, such signatory(ies).
Appears in 1 contract
Samples: Agreement for Sale of Real Estate and Master Lease Amendments (Kindred Healthcare Inc)
Purchaser Closing Documents. At the Closing, Purchaser shall, subject to the terms of Section 5(c), execute and deliver, or cause to be executed and delivered, to Seller the following documents:
(i) the Termination Agreements, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders;
(ii) the MOL Terminations, executed in counterpart by Purchaser;
(iii) the Master Lease Amendments, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders; and
(iv) a legal opinion executed by Purchaser’s 's internal counsel, in form and substance reasonably acceptable to Seller, opining that this Agreement and the documents executed and delivered by Purchaser and, if applicable, its affiliates pursuant to the terms of this Agreement have been duly authorized, executed and delivered by, and are legal, valid and binding obligations of, such signatory(ies).
Appears in 1 contract
Samples: Agreement for Sale of Real Estate and Master Lease Amendments (Ventas Inc)
Purchaser Closing Documents. At the Closing, Purchaser shall, subject to the terms of Section 5(c)Sections 5(a) and 5(b) above, execute and deliver, or cause to be executed and delivered, to Seller the following documents:
(i) the Assignment and Assumption Agreement, executed in counterpart by Kindred (or, if Purchaser designates one of its affiliates as assignee, Kindred's affiliate designee, as assignee, and Purchaser, as joinder party);
(ii) the Termination Agreements, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders;
(iiiii) the MOL Terminations, executed in counterpart by Purchaser;
(iiiiv) the Master Lease Amendments, executed in counterpart by Purchaser and consented to, in counterpart, by each of Purchaser’s 's Lenders; and
(ivv) a legal opinion executed by Purchaser’s 's internal counsel, in form and substance reasonably acceptable to Seller, opining that this Agreement and the documents executed and delivered by Purchaser and, if applicable, its affiliates pursuant to the terms of this Agreement have been duly authorized, executed and delivered by, and are legal, valid and binding obligations of, such signatory(ies).
Appears in 1 contract
Samples: Agreement for Sale of Real Estate and Master Lease Amendments (Ventas Inc)