Seller Expenses. Seller will pay mortgage discount or other closing costs not to exceed % of the 38 purchase price and any other expenses Seller agrees to pay in connection with a transaction.
Seller Expenses. Seller shall pay all existing loans and/or liens affecting the Property, including all penalties, 119 release preparation costs, and applicable recording costs; any accrued and/or outstanding association dues or fees; 120 fee (if any) to obtain lien payoff/estoppel letters/statement of accounts from any and all associations, property 121 management companies, mortgage holders or other liens affecting the Property; Seller’s closing fee, document 122 preparation fee and/or attorney’s fees; fee for preparation of deed; notary fee on deed; and financial institution 123 (Bank, Credit Union, etc.) wire transfer fee or commercial courier service fee related to the disbursement of any 000 xxxx xxxxxx(x). Seller additionally agrees to permit any withholdings and/or to pay any additional sum due as is 125 required under the Foreign Investment in Real Property Tax Act. Failure to do so will constitute a default by 126 Seller. 127 In the event Seller is subject to Tax Withholding as required by the Foreign Investment in Real Property 128 Tax Act, (hereinafter “FIRPTA”), Seller additionally agrees that such Tax Withholding must be collected 129 from Seller by Buyer’s Closing Agent at the time of Closing. In the event Seller is not subject to FIRPTA, 130 Seller shall be required as a condition of Closing to sign appropriate affidavits certifying that Seller is not subject 131 to FIRPTA. It is Seller’s responsibility to seek independent tax advice or counsel prior to the Closing Date 132 regarding such tax matters.
Seller Expenses. Seller shall pay all existing loans and/or liens affecting the Property, including all penalties, release preparation costs, and applicable recording costs; any accrued and/or outstanding association dues or fees; fees (if any) to obtain lien payoff/estoppel letters/statement of accounts from any and all associations, property management companies, mortgage holders or other liens affecting the Property; Seller’s closing fee, document preparation fee and/or attorney’s fees; fee for preparation of deed; and notary fee on deed. Seller is not a foreign person subject to tax withholding under the Foreign Investment and Real Property Tax Act and shall sign, as a condition of Closing, appropriate affidavits certifying that Seller is not subject to the same.
Seller Expenses. Seller shall pay the portion of the premium and related sales taxes for the Title Policy equivalent to the premium for a 2006 ALTA owner’s standard form title insurance policy; one-half of all escrow fee; all liens, encumbrances, and other charges against the Real Property which are due and payable as of Closing; Seller’s share of prorations; recording fees for documents required to clear title; any transfer taxes or other fees relating to the conveyance of the Real Property to Buyer; any rollback or recapture taxes due or to become due which relate to the period prior to Closing; any commission applicable to this transaction due to Broker(s) retained by Seller, and any other costs customarily paid by a seller.
Seller Expenses. Seller shall pay all existing loans and/or liens affecting the Property, including all penalties, 53 release preparation costs, and applicable recording costs; Seller’s closing fee, document preparation fee and/or 54 attorney’s fees; fee for preparation of deed; and notary fee on deed. Seller additionally agrees to permit any 55 withholdings and/or to pay any additional sum due as is required under the Foreign Investment Tax Act.
Seller Expenses. All (i) investment banking, (ii) legal and accounting, (iii) advisory, consulting and severance, (iv) printing and SEC filing and (v) other fees and expenses incurred, paid or accrued by Seller and the Seller Subsidiaries in connection with the Transactions shall not exceed $11,500,000. Parent and Buyer shall have received a certificate signed on behalf of Seller by the chief operating officer of Seller setting forth in reasonable detail the amount of each such fees and expenses. In the event the aggregate of such fees and expenses exceed $11,500,000, the aggregate cash consideration payable to holders of Seller Common Shares in the Merger and Seller Partnership Units in the Partnership
Seller Expenses. No Group Company has any unpaid Seller Expenses, nor will any Group Company have any unpaid Seller Expense arising out of, or related to, the Transactions.
Seller Expenses. At Closing, Seller shall pay (i) the premium for the Title Policy with standard coverage, (ii) one-half of any escrow or closing charges, and (iii) the recording fees and documentary fees related to any corrective instruments or Seller Encumbrances, and
Seller Expenses. At closing SELLER agrees to pay:
Seller Expenses. No Seller shall seek, directly or indirectly, payment or reimbursement for, and the Company shall not, and shall not be liable to, pay or reimburse any Seller, directly or indirectly, for any fees or expenses incurred or paid by any Seller, directly or indirectly, that, if incurred or paid by the Company would have been an Acquisition Expense.
