Purchaser’s Closing Obligations. At the Closing with respect to a Property, Purchaser shall furnish and deliver to Seller, at Purchaser's expense, the following: (a) Federal Reserve, wire transfer funds or other immediately available collected funds payable to the order of Seller representing the cash portion of the Purchase Price due in accordance with Section 3.1 herein. (b) The Closing Certificate, Right to Purchase Agreement, Lease, Assignment and Seller Option Agreement duly executed and acknowledged by Purchaser. (c) Such instruments or documents as are necessary, or reasonably required by Seller or the Title Company, to evidence the status and capacity of Purchaser and the authority of the person or persons who are executing the various documents on behalf of Purchaser in connection with the purchase and sale transaction contemplated hereby. (d) An opinion of Purchaser's counsel, dated as of the Closing Date, in the form of Exhibit N-2, attached hereto. (e) Such other documents as are reasonably required by Seller to carry out the terms and provisions of this Agreement. (f) All necessary approvals, consents, certificates and the like of third parties to the validity and effectiveness of the transaction contemplated hereby.
Appears in 2 contracts
Samples: Agreement of Sale and Purchase (Amc Entertainment Inc), Option Agreement (Amc Entertainment Inc)
Purchaser’s Closing Obligations. At the Closing with respect to a the Property, Purchaser shall furnish and deliver to Seller, at Purchaser's ’s expense, the following:
(a) Federal Reserve, wire transfer funds or other immediately available collected funds payable to the order of Seller representing the cash portion of the Purchase Price due in accordance with Section 3.1 herein2.3 hereof.
(b) The Closing Certificate, Right to Purchase Agreement, Lease, Assignment and Seller Option Agreement Certificate duly executed and acknowledged by Purchaser.
(c) Such instruments or documents as are necessary, or reasonably required by Seller or the Title Company, to evidence the status and capacity of Purchaser and the authority of the person or persons who are executing the various documents on behalf of Purchaser in connection with the purchase purchase, sale and sale lease transaction contemplated hereby.
(d) An opinion of Purchaser's counsel, dated as of the Closing Date, in the form of Exhibit N-2, attached hereto.
(e) Such other documents as are reasonably required by Seller to carry out the terms and provisions of this Agreement.
(fe) All necessary approvals, consents, certificates and the like of third parties to the validity and effectiveness of the transaction contemplated hereby, including, but not limited to, Purchaser’s board of directors.
Appears in 2 contracts
Samples: Option Agreement (Peak Resorts Inc), Option Agreement (Peak Resorts Inc)
Purchaser’s Closing Obligations. At the Closing with respect to a Propertythe Property or applicable Parcel(s) thereof, Purchaser shall furnish and deliver to Seller, at Purchaser's ’s expense, the following:
(a) Federal Reserve, wire transfer funds or other immediately available collected funds payable to the order of Seller representing the cash portion of the Purchase Price due in accordance with Section 3.1 herein2.3 hereof.
(b) The Closing Certificate, Right to Purchase AgreementLease(s), Lease, Assignment and Seller Option Agreement memoranda of lease(s) duly executed and acknowledged by Purchaser.
(c) Such instruments or documents as are necessary, or reasonably required by Seller or the Title Company, to evidence the status and capacity of Purchaser and the authority of the person or persons who are executing the various documents on behalf of Purchaser in connection with the purchase purchase, sale and sale lease transaction contemplated hereby.
(d) An opinion of Purchaser's counsel, dated as of the Closing Date, in the form of Exhibit N-2, attached hereto.
(e) Such other documents as are reasonably required by Seller to carry out the terms and provisions of this Agreement.
(fe) All necessary approvals, consents, certificates and the like of third parties to the validity and effectiveness of the transaction contemplated hereby, including, but not limited to, Purchaser’s board of directors.
Appears in 2 contracts
Samples: Option Agreement (Peak Resorts Inc), Restructure Agreement (Peak Resorts Inc)