Seller Contributions Clause Samples
The Seller Contributions clause defines the extent to which the seller will provide financial assistance or concessions to the buyer as part of a transaction. Typically, this may include the seller covering certain closing costs, paying for repairs, or offering credits toward the purchase price. By specifying these contributions, the clause helps facilitate the transaction by reducing the buyer's out-of-pocket expenses and clarifying each party's financial responsibilities.
Seller Contributions. At close of sale, in addition to Seller’s normal closing cost(s), Seller hereby agrees to pay the following from their proceeds on behalf of the buyer up to: % of sales price or $ , toward Buyer closing costs, pre-paids, and escrows, and Lender approved costs.
Seller Contributions. Sellers, as between and among themselves, agree as follows (provided, that nothing in this Section 11.19 shall in any way limit or affect the rights and remedies of Buyer or any other of the Buyer Indemnified Parties under Article VIII or the joint and several liability (subject to Section 8.5) of any Seller under any other provision of this Agreement):
(a) Each Seller hereby agrees that, notwithstanding anything to the contrary in this Agreement and subject to Section 8.5, he or she will be solely liable for all indemnification obligations arising out of Sections 8.2(a) and 8.2(b) in an amount equal to such Seller’s Equity Percentage. The portion of such indemnification for which a Seller is liable under the terms of this Section 11.19(a) is referred to as such Seller’s “Obligation Share”.
(b) If any Seller pays, is required to pay, or has withheld from amounts otherwise owing to him or her under this Agreement, an amount greater than his or her Obligation Share of any indemnification obligation (each such Seller, a “Funding Seller”), then, in each such case, each Seller who did not pay (or have withheld) an amount equal to or greater than his or her Obligation Share of such indemnification obligation (each, a “Non-Funding Seller”) will contribute to such Funding Seller an amount equal to the product of the following formula:
Seller Contributions. Seller has deposited with Escrow Agent the sums of: (a) [****] as Tenant Allowances, as set forth on Exhibit “C” annexed hereto, toward the completion of Seller’s work for Tenant Allowances for tenant improvements with respect to the Subject Leases, and (b) [****] as Lease Commissions, as set forth in Exhibit “D” annexed hereto due to real estate brokers. Seller shall complete such of Seller’s work as required under the Subject Leases with respect to obtaining governmental approvals which are necessary to enable commencement of occupancy of the respective tenant spaces. Upon receipt of the documentation required by this Escrow Agreement, Escrow Agent shall pay the actual documented third-party costs incurred for the construction of such work with respect to Tenant Allowances in accordance with the terms of this Escrow Agreement. All requests for payment of Tenant Allowances shall be accompanied by paid invoices for work done, affidavits and lien waivers from contractors and subcontractors and completion of such other forms to obtain such payment, including, without limitation, certifications of completion. With respect to Lease Commissions, upon receipt of the documentation required by this Escrow Agreement, Escrow Agent shall pay all actual documented Lease Commissions as due to the appropriate real estate broker. All requests for payment for Lease Commissions shall be accompanied by paid invoices brokerage affidavits and broker’s lien waivers from brokers.
Seller Contributions. As part of the aggregate consideration paid for the settlement, certain Net Sellers (each a “Contributing Seller” and together the “Contributing Sellers”) have entered into a written payment agreement with APX (the “Seller Contribution Funding Agreement”) that (a) directs APX to function as agent for the net payees under the settlement and (b) prohibits disclosure of the identity of any of the Contributing Sellers or their respective payment amounts. Pursuant to the terms of the Seller Contribution Funding Agreement, the Contributing Sellers will forward to APX fixed dollar amounts totaling in the aggregate of one million two hundred fifty thousand dollars and no cents ($1,250,000.00) (the “Seller Funding Amount”), with such payments to be made by each such Contributing Seller via wire transfer to APX within five (5) Business Days of the date of the Settlement Effective Date in compliance with the terms of Section 4.5 of this Agreement. APX shall provide all Sponsoring Parties with written confirmation that the APX has received the aggregate Seller Funding Amount within seven (7) Business Days of the date of the Settlement Effective Date. In the event that a Contributing Seller does not comply with its obligation under the Seller Contribution Funding Agreement to make a required payment, APX shall disclose, to any APX Payment Recipient hereunder requesting such disclosure, the identity of such noncompliant Contributing Seller and the amount of such Contributing Seller’s required payment under the Seller Contribution Funding Agreement, and any such APX Payment Recipient hereunder has standing to and may seek to enforce such payment obligation directly against any such noncompliant Contributing Seller.