Seller as Declarant Subsequent to Closing Sample Clauses

Seller as Declarant Subsequent to Closing. The Purchaser and Seller acknowledge and agree that Seller, as Declarant under the Declaration, shall have no obligation to pay or liability for any debts, deficiencies, demands, claims, actions or causes of action, suits, proceedings, investigations, assessments, losses, damages, liabilities, costs and expenses, imposed upon or incurred by the Purchaser, the FLCC, the FLCA or any other party, directly or indirectly, by reason of or resulting from the ownership and/or operation of the Country Club or the Country Club Property on or subsequent to the Closing Date, or any event or occurrence on, or relating to, the Country Club or the Country Club Property, which event occurred or related to an event occurring, at any time on or subsequent to the Closing Date (a “Post Closing Country Club Obligation”). After the Closing, if the Seller requests the FLCA, the FLCC and/or the Purchaser to seek to amend any provisions of the Declaration that impose any such obligations upon Seller for or with respect to any Post Closing Country Club Obligation, the FLCA, the FLCC and Purchaser shall use reasonable efforts to seek approval of such amendment. The terms of this Section 6.10 shall survive Closing.
Sample 1
AutoNDA by SimpleDocs

Related to Seller as Declarant Subsequent to Closing

  • Termination Prior to Closing This Agreement may be terminated at any time prior to the Closing:

  • Events Prior to Closing (a) Upon execution hereof or as soon thereafter as practical, management of AAI and QMT shall execute, acknowledge and deliver (or shall cause to be executed, acknowledged and delivered) any and all certificates, opinions, financial statements, schedules, agreements, resolutions, rulings or other instruments required by this Agreement to be so delivered, together with such other items as may be reasonably requested by the parties hereto and their respective legal counsel in order to effectuate or evidence the transactions contemplated hereby, subject only to the conditions to Closing referenced hereinbelow.

  • Seller’s Closing Obligations At Closing, Seller shall deliver to Buyer the following:

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • Purchaser’s Closing Obligations Purchaser, at its sole cost and expense, shall deliver or cause to be delivered to Seller at Closing the following:

  • Buyer's Closing Obligations At the Closing, Buyer shall:

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Covenants of Buyer Prior to Closing Date Between the date of this Agreement and the Closing Date, Buyer will use its Best Efforts to cause the conditions in Section 8 to be satisfied.

  • Condition to Closing Buyer acknowledges and agrees that the Closing is contingent upon the closing of the IPO, and that if, for whatever reason, the IPO is not completed, the Company shall not be obligated to issue and sell the Restricted Shares and Buyer shall not be required to purchase the Restricted Shares and this Agreement may be terminated in accordance with Section 5(k) below.

  • Seller Closing Deliverables At the Closing, Seller shall deliver or cause to be delivered to Buyer:

Time is Money Join Law Insider Premium to draft better contracts faster.