Seller’s Financing. Seller may borrow money from lenders to acquire the Condominium Property and to construct the Condominium. Buyer agrees that any lender advancing funds for Seller’s use in connection with the Condominium will have a prior mortgage on the Unit and the Condominium until Closing. At that time, Seller may use all proceeds of Buyer’s Purchase Price which are necessary to release the Unit from the then applicable mortgages for the purpose of obtaining those releases. Neither this Agreement, nor Buyer’s payment of Buyer’s Payments, will give Buyer any lien or claim against the Unit or the Condominium. Without limiting the generality of the foregoing, Buyer’s rights under this Agreement will be subordinate to all mortgages (and all modifications made to those mortgages or “future advances” related thereto) affecting the Unit or the Condominium even if those mortgages (or modifications) are made or recorded after the date of this Agreement.
Seller’s Financing. Seller shall convey the Unit to Purchaser free and clear of all: (a) liens recorded against the Unit arising from labor, services, materials and/or supplies performed for or provided to Seller; and (b) mortgages and related loan documents recorded against the Unit securing any repayment and/or performance obligation of Seller. If any such liens, mortgages or related loan documents encumbered the Unit on the Closing Date, then Seller may use the closing proceeds to obtain releases of the same after Closing.
Seller’s Financing. Seller may borrow (or may have borrowed) money from lenders for the acquisition, development, construction, operation and/or management of the Condominium and/or Units (and any other units/parcels owned by Seller, if any). Buyer agrees that any lender advancing funds for Seller’s use in connection with such acquisition, development, construction, operation and/or management will have a prior mortgage on the Units until closing. At closing, Seller shall cause the then applicable mortgages to be released as an encumbrance against the Units and may use Buyer’s closing proceeds for such purpose. Buyer agrees that neither this Agreement, nor Buyer’s making the Deposits will give Buyer any lien (equitable or otherwise) or claim against the Units, the Condominium or the real property upon which the Condominium has been (or will be) created. Without limiting the generality of the foregoing, Buyer’s rights under this Agreement (and the deposits made hereunder) do not provide any basis for establishing a lien against the Units or the property upon which the Condominium has been constructed, and, if a contrary determination is ever made, shall in all events be subordinate to all mortgages, mezzanine and any other forms of financing (and all modifications made to those mortgages, mezzanine and any other forms of financing) affecting the Units or the Condominium (or the real property upon which the Condominium is being developed) even if those mortgages, mezzanine and any other forms of financing (or modifications) are made or recorded after the date of this Agreement. Notwithstanding anything contained herein to the contrary, by execution hereof, the Seller hereby represents and warrants that the Seller’s lender has consented to the terms hereof, including, but not limited to the Purchase Price, and has agreed to release the Units from its mortgage provided Seller’s lender receives all Seller’s proceeds as its partial release price. 3
Seller’s Financing. 39 Subsidiary.........................................39 Tax................................................39
Seller’s Financing. Seller may borrow money from lenders for the acquisition and construction of the Condominium. Buyer agrees that any lender advancing funds for Seller’s use in connection with the Condominium will have a prior mortgage on the Unit and the Condominium until Closing. At that time, Seller shall cause the then applicable mortgages to be released and may use Buyer’s Closing proceeds for such purpose. Neither this Agreement, nor Buyer’s payment of any portion of the Deposit, will give Buyer any lien or claim against the Unit, the Condominium or the real property upon which the Condominium is being developed. Without limiting the generality of the foregoing, Buyer’s rights under this Agreement will be subordinate to all mortgages (and all modifications made to those mortgages) affecting the Unit or the Condominium (or the real property upon which the Condominium is being developed) even if those mortgages (or modifications) are made or recorded after the date of this Agreement.
Seller’s Financing. Seller may borrow money from lenders for the acquisition, development, and/or construction of the Dwelling Unit and the remainder of the Properties and, at closing, Seller shall cause any outstanding mortgages to be released and may use Buyer’s closing proceeds for such purpose. Xxxxx agrees that, until the Closing, any mortgage held by a lender advancing funds for Seller's use in connection with the Properties will constitute a lien on the Dwelling Unit, and the remainder of the Properties, with greater priority than any interest that Buyer may have therein, if any, pursuant to this Agreement or otherwise. Notwithstanding the foregoing, or anything to the contrary in this Agreement, neither this Agreement, nor Buyer's payment of its deposits, nor the Seller's use of such deposits, to the extent and in the manner permitted in this Agreement, will give Buyer any lien or other type of claim against the Dwelling Unit or any other portion of the Properties, and, as a material inducement to Seller executing this Agreement, Buyer fully, knowingly and unconditionally waives and releases any right to assert any such lien or claim. Xxxxx further agrees to execute any and all estoppel letters, reaffirmations or other documents requested by any lender financing all or a portion of the Properties.
Seller’s Financing. The Buyer shall use its commercially reasonable efforts to cause the Debt Financing an aggregate amount of $300,000,000 to be available at Closing in accordance with the terms of the Debt Commitment Letters and any definitive financing documents entered into in connection therewith in accordance with such terms (it being understood that the Buyer shall not effect a Discretionary Reduction (as defined in the Debt Commitment Letters) without the prior written consent of the Sellers). For the avoidance of doubt, the foregoing shall not require the Buyer to pay any fees, provide for any credit support (including guarantees or collateral) or agree to any increase in the interest rate or other amounts payable applicable to the Debt Financing, in each case other than as required by the Debt Commitment Letters (and any fee letter referenced therein).
Seller’s Financing. The delivery of a promissory note and deeds of trust from Buyer to Sellers under the terms of the attached Commercial Contract Financing Addendum (Exhibit “D”) in the amount of $9,000,000.00. *Initialed for Identification by Seller ______ * and Buyer ______ P a g e | 1 Commercial Contract - Improved Property
Seller’s Financing. As a material inducement to Buyer to enter into this Agreement on the terms and conditions herein, Sellers together hereby agree to loan Buyer, at Buyer’s sole and absolute discretion, funds up to the amount of Six Hundred and Ninety Thousand and 00/100 Dollars ($690,000.00) (the “Sellers’ Financed Amount”) at Closing, on the terms and conditions provided in this Agreement, and to accept such funds as payment toward the Purchase Price at Closing (the “Sellers Financing”). If Buyer elects any Sellers Financing, then Buyer shall provide Sellers written notice at least five (5) Business Days prior to Closing of its election to Sellers Financing and the Sellers’ Financed Amount. If Buyer has elected to utilize any Sellers Financing, at the Closing, Buyer shall execute and deliver to Sellers a “Note” and a “Deed of Trust” (attached hereto in form as Exhibits B-1 and B-2), evidencing Sellers’ financing of the Purchase Price less the Down Payment. If Buyer has elected Sellers Financing, at Closing, Buyer and Sellers shall execute commercially reasonable “Collection Instructions” on Escrow Agent’s standard form naming Escrow Agent as collection agent for the Note and Deed of Trust (the “Collection Instructions”), and, provided that such fees and costs are reasonable, all such fees and costs thereof to be paid by Buyer. If Buyer does not elect any Sellers Financing, at the Closing, the Purchase Price shall increase by Sixteen Thousand and 00/100 Dollars ($16,000.00).
Seller’s Financing. Prior to the Closing, Date, Seller shall have completed its offer and sale of Series A-1 Preferred Stock to the extent necessary to ensure that Seller has adequate cash on hand to transfer all of the Assets and satisfy its remaining liabilities (each party hereto acknowledges that this condition is for the benefit of both Buyer and Seller).
