Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers at Closing as provided herein: (a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3; (b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser; (c) One (1) counterpart of the form of Tenant Notice Letters, duly executed by Purchaser; (d) Evidence reasonably satisfactory to the Title Company that the person executing any financing documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller; (e) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and (f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 4 contracts
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc), Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc), Agreement of Sale and Purchase (Preferred Apartment Communities Inc)
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company that the person executing any financing documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;
(e) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 3 contracts
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc), Sale and Purchase Agreement (Preferred Apartment Communities Inc), Sale and Purchase Agreement (Preferred Apartment Communities Inc)
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.44.3, for delivery to Sellers at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of each of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company Sellers that the person executing any financing documents the Closing Documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;and
(e) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); anddelivered.
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (HGR Liquidating Trust)
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company that the person executing any financing documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;
(e) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without 35 limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc)
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of each of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) One (1) counterpart of any required state, county, or municipal transfer declaration form, duly executed by Purchaser;
(e) Evidence reasonably satisfactory to the Title Company that the person executing any financing documents the Closing Documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;
(e) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property; and
(g) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without 35 limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc)
Purchaser’s Closing Obligations. On At or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.44.3, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) execution counterparts of the General Conveyance, Bxxx of Sale, and Assignment and Assumption substantially in the form attached hereto as Exhibit J (the “General Conveyance”) duly executed by Purchaser;
(c) One (1) counterpart of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company Seller that the person executing any financing the Closing documents on behalf of Purchaser has full right, power, and authority to do so; provided;
(d) The Tenant Notice Letters, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Sellerduly executed by Purchaser;
(e) A counterpart of an ALTA Statement in the form attached hereto as Exhibit O (the “ALTA Statement”);
(f) A counterpart of any required State, County or Municipal transfer declaration forms; and
(g) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc)
Purchaser’s Closing Obligations. On At or before 10:00 a.m. of the Deposit TimeClosing Date, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.44.3, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, Bxxx of Sale and Assignment and Assumption substantially in the form attached hereto as Exhibit F (the “Bxxx of Sale”) duly executed by Purchaser;
(c) One (1) counterpart of the form of Tenant Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company Seller that the person executing any financing the Closing documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;
(d) A counterpart of any required State or Town conveyance tax returns; and
(e) Four (4) counterparts of the Lease in the form attached hereto as Exhibit I duly executed by Purchaser, as Landlord thereunder.
(f) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers Seller at Closing as provided herein:
(a) The Non-Contingent Purchase Price, after all adjustments are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.33.4;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of the form of each of the Tenant Notice Letters, the Vendor Notice Letters and the REA Notice Letters, duly executed by Purchaser;
(d) Evidence reasonably satisfactory to the Title Company that the person executing any financing documents the Closing Documents on behalf of Purchaser has full right, power, and authority to do so; provided, however, that, notwithstanding anything to the contrary provided in this Agreement, no such evidence shall be made available or otherwise provided to Seller;
(e) An original of the Preliminary Change of Ownership Report in accordance with California Revenue and Taxation Code Section 480.3;
(f) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below10.4, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein)by Purchaser; and
(fg) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Hines Global REIT, Inc.)
Purchaser’s Closing Obligations. On or before the Deposit Time, Purchaser, at its sole cost and expense, will deliver the following items in escrow with the Title Company pursuant to Section 4.4, for delivery to Sellers Seller at Closing as provided herein:
(a) The Purchase Price, after all adjustments and credits are made at the Closing as herein provided, by Federal Reserve wire transfer of immediately available funds, in accordance with the timing and other requirements of Section 3.3;
(b) Four (4) counterparts of the General Conveyance, duly executed by Purchaser;
(c) One (1) counterpart of each of the form of Tenant Notice Letters and the Service Contract Notice Letters, duly executed by Purchaser;
(d) Four (4) counterparts of each License Assignment, duly executed by Purchaser;
(e) Evidence reasonably satisfactory to the Title Company and Seller that the person executing any financing documents the Closing Documents on behalf of Purchaser has full right, power, power and authority to do so; provided, however, that, notwithstanding anything and evidence that the Purchaser is duly organized and authorized to the contrary provided in execute this Agreement, no such evidence shall Agreement and all other documents required to be made available or otherwise provided to Sellerexecuted by Purchaser hereunder;
(ef) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property; and
(g) Such other documents as may be reasonably necessary or appropriate to effect the consummation of the transactions which are the subject of this Agreement, including, without limitation, the “Closing Statement” as that term is defined in Section 10.4 below, duly executed and delivered (provided the same do not increase in any material respect the costs to, or liability or obligations of, Purchaser in a manner not otherwise provided for herein); and
(f) Such other transfer and tax forms, if any, as may be required by state and local Authorities as part of the transfer of the Property.
Appears in 1 contract
Samples: Agreement of Sale and Purchase (Hines Real Estate Investment Trust Inc)