Real Property Transfers. Upon the terms and subject to the conditions of this Agreement, an Acquiring Party may purchase from a Selling Party, and the Selling Party may sell to the Acquiring Party, real property or interests in real property.
Real Property Transfers. Such documents as the Title Company reasonably and customarily requires in connection with the issuance of a standard title insurance policy, including a standard title insurance agreement or affidavit necessary to cause the Title Company to delete all standard printed title exceptions from the Title Policy certifying, among other things, as to the absence of and providing for indemnity by Seller from mechanic’s and materialmen’s liens, tenants and parties in possession, Seller’s authority documents and Seller’s legal existence and good standing certificates.
Real Property Transfers. Upon the terms and subject to the conditions of this Agreement, an Acquiring Party may purchase from a Selling Party, and the Selling Party may sell to the Acquiring Party, real property or interests in real property; provided, however, that the value of the real property or interests in the real property proposed to be transferred (as such value is determined in accordance with Section 5.1(a)) shall not exceed $5,000,000 without approval of the specific agreement by the ICC.
Real Property Transfers. The sale, transfer, hypothecation, assignment or other encumbrance, other than Permitted Liens, whether voluntary, involuntary or by operation of law, without Agent's prior written consent, of all or any part of or interest in any of the Real Property Collateral.
Real Property Transfers. Upon the terms and subject to the conditions of this Agreement, an Acquiring Party may purchase from a Selling Party, and the Selling Party may sell to the Acquiring Party, real property or interests in real property. Approval of the specific agreement by the ICC shall be in accordance with Sections 7-101 and 7-102 of the Illinois Public Utilities Act.
Real Property Transfers. (a) Insight and AT&T Illinois will each deliver to the other, within 30 days after Closing, any documents that Insight or AT&T Illinois, as applicable, has not executed and delivered to the other at the Closing and that are necessary to (i) record with the appropriate Governmental Authority the deeds delivered in accordance with Section 9.2(c) of this Agreement, in the case of deed deliveries by AT&T Illinois (if any), and Section 9.3(b) of this Agreement, in the case of deed deliveries by Insight and (ii) pay any Taxes or fees associated with such recording or the conveyance of the Owned Real Property to the other. The transfer or similar Taxes, recording fees and other expenses associated with recording the deeds for the Insight Owned Real Property shall be advanced by AT&T Illinois at the time of recording and adjusted between Insight and AT&T Illinois in accordance with the provisions of Section 7.8 of the Original Agreement on the Final Adjustment Certificates. The payment of Taxes and fees in connection with the recording of the deeds evidencing the transfer of the AT&T Owned Real Property, if any, shall be governed by Section 7.30 of the Contribution Agreement, as amended.
(b) If Insight or AT&T Illinois makes a good faith error in calculating any transfer or similar Taxes payable by such party in connection with the transfer of its Owned Real Property to the other, or if the amount of any such Tax, recording fee or similar charge paid or tendered in connection with recording the deeds described in Section 7.29(a) is finally determined to be insufficient by any Governmental Authority, Insight and/or AT&T Illinois, as applicable in accordance with Section 7.8 of this Agreement, shall reimburse the other for all additional amounts paid in connection with such transfer, which amounts will be deemed to include any penalties and interest associated with such Taxes or payments, (which reimbursement may be effected by appropriate adjustments in the Final Adjustment Certificates of Insight and AT&T Illinois).
(c) The provisions in this Section 7.29 do not relieve AT&T Illinois or Insight from any other obligations under this Agreement unless such obligations are directly in conflict with the provisions set forth in this Section 7.29.
(f) Section 7 of the Original Agreement is amended to add the following Section 7.30:
Real Property Transfers. (a) Insight and AT&T will each deliver to the Partnership, within 30 days after Closing, any documents that Insight or AT&T, as applicable, has not executed and delivered to the Partnership at the Closing and that are necessary for the Partnership to (i) record with the appropriate Governmental Authority the deeds delivered in accordance with Section 9.2(b) of this Agreement, in the case of deed deliveries by AT&T and Section 9.3(b) of this Agreement, in the case of deed deliveries by Insight, and (ii) pay any Taxes or fees associated with such recording or the conveyance of the Owned Real Property to the Partnership. The transfer or similar Taxes, recording fees and other expenses associated with recording the deeds and contributing the Owned Real Property pursuant to this Agreement and the fee owned real estate acquired by Insight pursuant to the Sale Agreement shall be advanced by the Partnership to each of AT&T and Insight, as required, at the time of recording and adjusted between Insight, AT&T and the Partnership in accordance with the provisions of Section 7.8 of the Original Agreement on the Final Adjustment Certificate.
(b) If Insight or AT&T makes a good faith error in calculating any transfer or similar Taxes payable by such party in connection with the transfer of its Owned Real Property to the Partnership, or if the amount of any such Tax, recording fee or similar charge paid or tendered by Insight in connection with recording the deeds described in Section 7.32(a) is finally determined to be insufficient by any Governmental Authority, Insight and/or AT&T, as applicable, in accordance with Section 7.8 of this Agreement, shall reimburse the Partnership for such Taxes and fees and an adjustment will be made as necessary to each party's Final Adjustment Certificate as appropriate to reflect the actual amount of Taxes paid by such party and attributable to such party (as ultimately determined by any Governmental Authority), which amounts will be deemed to include any penalties and interest associated with such Taxes or payments, pursuant to Section 7.8 of the Agreement.
(c) The provisions in this Section 7.30 do not relieve AT&T, Insight or the Partnership from any other obligations to each other under this Agreement unless such obligations are directly in conflict with the provisions set forth in this Section 7.30.
(f) Section 7 of the Original Agreement is amended to add the following Section 7.31:
Real Property Transfers. (a) Within five (5) Business Days after the Financing Date, Buyer may (at its option and expense) order a preliminary title binder (on a standard form reasonably acceptable to Buyer), to be issued by a title insurance company or companies reasonably acceptable to Buyer, with respect to the Real Property and the SJLD Property. Within thirty (30) days after the Financing Date, Seller shall provide Buyer with boundary surveys of the Real Property and the SJLD Property and within seventy-five (75) days after the Financing Date, Seller shall provide Buyer with ALTA surveys of the Real Property and the SJLD Property. Buyer shall provide Seller with a copy of each preliminary title binder (with copies of all instruments listed as exceptions to title) and any continuation thereof not later than five (5) Business Days following Buyer's receipt thereof. If a preliminary title binder or any continuation thereof indicates an exception (other than a Permitted Lien) that would impair marketability in any material respect in Buyer's reasonable judgment (the "Title Exception"), Seller shall, upon written notice thereof from Buyer given at the time of Buyer's submitting the preliminary title binder or continuation thereof, as the case may be, not later than thirty (30) days before the Closing Date, cause such Title Exception to be removed on or before the Closing Date, or, with Buyer's approval (such approval not to be unreasonably withheld), to put up a bond with the title insurer in an amount sufficient to cause the title insurer to insure over such Title Exception or to remove such Title Exception from the title commitment for the benefit of Buyer or the Buyer Affiliate. Notwithstanding the foregoing, if any Title Exception cannot be removed prior to the Closing Date, Seller shall have such additional time as Seller may reasonably require to remove such Title Exception and an interest-bearing escrow account shall be established at Closing out of a portion of the moneys payable by Buyer at the Closing equal to the estimated reasonable cost of curing such Title Exception. To the extent the escrow contains funds following the cure of all such Title Exceptions, said surplus shall be delivered to Seller. To the extent the escrow contains inadequate funds to cure all such Title Exceptions, Seller shall pay the cost of such cure directly. Notwithstanding the foregoing, Seller shall not be required to incur any expense to cure Title Exceptions in excess of an aggregate amount o...
Real Property Transfers. (i) For purposes of this Section 5.3(m), the following terms have the following meanings:
Real Property Transfers. AT&T will deliver to Insight, within 30 ----------------------- days after Closing, any documents that AT&T has not executed and delivered to Insight at the Closing and that are necessary for Insight to (i) record with the appropriate Governmental Authority the deeds delivered by AT&T in accordance with Section 9.2(b) of the Agreement and (ii) pay any Taxes or fees associated with such recording or the conveyance of the Owned Real Property to Insight, to the extent required by Section 7.8 of this Agreement. The provisions in this Section 7.29 do not relieve AT&T from any other obligations under this Agreement unless such obligations are directly in conflict with the provisions set forth in this Section 7.29.
(g) Section 7 of the Original Agreement is amended to add the following Section 7.30:
