Pursuit Costs. (i) Prior to the date hereof, the MP Member Group and BH and their respective Affiliates, have incurred, and may hereafter incur prior to the Closing Date third party out-of-pocket costs and expenses in connection with the negotiation and closing of the Purchase Agreement and their respective due diligence analyses and other evaluations of the Property (including, without limitation, costs of environmental and engineering and other feasibility reports and studies, costs related to analyzing the Property (including, without limitation, travel costs) and costs (including, without limitation, attorneys’ fees) incurred by the Members in reviewing and analyzing work conducted by Grand Peaks Properties, Inc. or its agents), fees and expenses related to the assumption of the Assumed Loans, and costs to complete an audit of the financial statements in respect of the Property in compliance with certain Laws and regulations applicable to BH and/or its Affiliates (collectively, the “Pursuit Costs”).
Pursuit Costs. (i) Prior to the date hereof, DD-CTP and BH and their respective Affiliates, have incurred, and may hereafter incur prior to the Closing Date third party out-of-pocket costs and expenses in connection with the negotiation and closing of the Purchase Agreement and their respective due diligence analyses and other evaluations of the Initial Company Property and/or the Property (including, without limitation, costs of environmental and engineering and other feasibility reports and studies, costs related to analyzing the Initial Company Property and the Property (including, without limitation, travel costs) and costs (including, without limitation, attorneys’ fees) incurred by the Members in reviewing and analyzing work conducted by DD-CTP or its agents) and costs to complete an audit of the financial statements in respect of the Property in compliance with certain laws and regulations applicable to BH and/or its Affiliates (collectively, the “Pursuit Costs”); and
Pursuit Costs. Pursuit costs relate to transactional expenses incurred to identify, evaluate and negotiate acquisitions that ultimately were not consummated. We incurred pursuit costs of approximately $0.5 million and $0.4 million during the quarters ended June 30, 2024 and 2023, respectively, and approximately $1.0 million and $0.5 million during the six months ended June 30, 2024 and 2023, respectively.
Pursuit Costs. (i) Prior to the date hereof, the AW Member Group and BH and their respective Affiliates, have incurred, and may hereafter incur prior to the Closing Date third party out-of-pocket costs and expenses in connection with the negotiation and closing of the Purchase Agreement and their respective due diligence analyses and other evaluations of the Property (including, without limitation, costs of environmental and engineering and other feasibility reports and studies, costs related to analyzing the Property (including, without limitation, travel costs) and costs (including, without limitation, attorneys’ fees) incurred by the Members in reviewing and analyzing work conducted by Xxxxxxxxxx Xxxxxx Capital, Inc. or its agents) and costs to complete an audit of the financial statements in respect of the Property in compliance with certain laws and regulations applicable to BH and/or its Affiliates (collectively, the “Pursuit Costs”). For the avoidance of doubt, those expenditures identified on Schedule B of the LOI shall be considered Pursuit Costs for purposes of this Section 4.1(b).
Pursuit Costs. Prior to the Effective Date, CTRI and BH and their respective Affiliates, have incurred, and may hereafter incur prior to the Acquisition Date third party out-of-pocket costs and expenses in connection with the negotiation and closing of the Contract and their respective due diligence analyses and other evaluations of the Project (including, without limitation, costs of environmental and engineering and other feasibility reports and studies, costs related to analyzing the Project (including, without limitation, travel costs) and costs (including, without limitation, attorneys’ fees and the Xxxxxxx Money) incurred by the Members in reviewing and analyzing the Project and costs to complete an audit of the financial statements in respect of the Project in compliance with certain laws and regulations applicable to BH and/or its Affiliates (collectively, the “Pursuit Costs”). Provided that the Company acquires the Project pursuant to the Contract, the Company shall pay or reimburse each Member for and all Pursuit Costs actually incurred by such Member in good faith pursuant to the terms hereof to the extent set forth in a budget approved by all Members, or shall credit such amounts against such Member’s initial Capital Contribution as provided in Section 7.1(a)(ii), so that each Member’s share of such costs shall be in proportion to their respective Contribution Percentages. If BH elects not to cause the Company to acquire the Project or the Company fails to acquire the Project for any reason, then, each Member shall be responsible for and pay 50% of all Pursuit Costs incurred by the Members.
Pursuit Costs. Prior to the date hereof, JMIR and the Investor and their respective Affiliates, have incurred, and may hereafter incur prior to the Acquisition Date third party out-of-pocket costs and expenses in connection with the negotiation and closing of the Financing (subject to the exceptions set forth in clauses (i)(2) — (i)(4) below, collectively, the “Pursuit Costs”).
Pursuit Costs. The actual, out-of-pocket fees, costs and expenses incurred by Purchaser in connection with this Agreement and the transactions contemplated in this Agreement, in an amount not to exceed $75,000.
Pursuit Costs. Within thirty (30) days after the execution and delivery of this Agreement by the Members and hereafter in connection with the Contributions contemplated by Sections 3.1.2(a) and 3.1.2(b), the Members shall fund Contributions to the Company, in accordance with their Proportionate Shares, in order to reimburse the Members for any costs incurred in connection with the formation of the Company and Pursuit Costs in connection with the First Closing Properties and the Second Closing Properties, except that each Member shall bear its own attorney's fees and appraisal costs. Such amounts shall be distributed by the Company to the Members in reimbursement of such costs. Notwithstanding any provision hereof to the contrary, all Pursuit Costs incurred by the Federal Member shall be reimbursed to the Federal Member by the LLC whether or not the closing of the Second Closing Properties shall occur, unless the Closing of the Second Closing Properties shall fail to occur due to any default by the Federal Member under the Second Purchase and Sale Agreement, in which case the LLC shall not be responsible for reimbursing the Pursuit Costs of the Federal Member with respect to the Second Closing Properties.
Pursuit Costs. Notwithstanding any provision hereof, if, on three (3) separate occasions, the LLC shall enter into a Purchase and Sale Agreement or other Agreement to Acquire any Senior Housing Facility or other property pursuant to the exercise of any of its rights of first opportunity under this Section 6.6 and shall thereafter fail to Acquire the applicable Senior Housing Facility or other property for any reason other than a default on the part of Sunrise, then the LLC shall have no obligation to reimburse the Pursuit Costs of the Federal Member with respect to any subsequent Senior Housing Facility or other property for which the LLC enters into a Purchase and Sale Agreement or other agreement to Acquire pursuant to its rights under Section 6.6 unless and until the LLC shall actually Acquire such a Senior Housing Facility or property.
Pursuit Costs. All costs of identifying, investigating, reviewing, and analyzing the feasibility and desirability of acquiring Target Properties, including travel costs, the costs of environmental, engineering, title, and other reports of third party consultants, attorneys' fees incurred in connection with the negotiation of letters of intent, purchase agreements, and other contractual documentation relating to any such proposed acquisition and in connection with due diligence regarding any Target Property, and all costs of identifying, applying for, and negotiating any financing in connection with the proposed acquisition of a Target Property; provided, however, Pursuit Costs shall not include the corporate overhead of a Member or any Affiliate of a Member.
