The Transfer Documents. For each individual Property:
(a) The Real Property will be conveyed by a special warranty deed in substantially the form attached hereto as Exhibit B (the “Deed”). The Personalty will be conveyed by a xxxx of sale in substantially the form attached as Exhibit C (the “Xxxx of Sale”). The Lease will be assigned by an assignment and assumption of lease in substantially the form attached as Exhibit D (the “Assignment of Lease”). The Permits, Warranties, Property Documents and Intangibles will be assigned by an assignment agreement in substantially the form attached as Exhibit E (the “Assignment Agreement”). The Parties will supplement the foregoing with such additional documents, if any, as may reasonably be required to properly convey specific items of the Property. If the transfer of any Warranties requires the approval of the applicable warrantor or the satisfaction of any other conditions to such transfer, Seller will obtain such approvals and satisfy all such conditions by the Closing Date. The Deed, Xxxx of Sale, Assignment of Lease, Assignment Agreement, and the other closing documents required under this Agreement or otherwise delivered by the Parties at Closing for each Property are collectively referred to as the “Transfer Documents”. Seller and Buyer will deposit duly executed and (as appropriate) acknowledged originals of each of the Transfer Documents with Escrow Agent not later than one (1) business day prior to the Closing Date.
(b) If Seller holds any transferable contracts or agreements relating to the upkeep, repair, maintenance, management or operation of a Property (“Operating Contracts”), Seller will provide copies thereof to Buyer as a part of Seller’s Diligence Materials. Buyer may elect, by written notice given to Seller prior to the end of the Study Period, to take an assignment of any or all of the Operating Contracts. If Buyer so elects, the Parties will execute and include in the applicable Transfer Documents an assignment agreement appropriate to effect such assignment, and any payments due under the assigned Operating Contracts will be equitably prorated as of the Closing Date. Seller will terminate, effective as of the Closing Date and at Seller’s sole expense, any Operating Contracts for a Property that are not so expressly assigned to Buyer.
(c) If Buyer gives Seller notice within ten (10) days after the Opening of Escrow that Buyer desires to obtain a subordination, non-disturbance and attornment agreement ("SNDA") from Tenan...
The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.
The Transfer Documents. Except for the Personalty which shall be transferred by that certain xxxx of sale from Seller to Buyer, a specimen of which is attached hereto as Exhibit B (the "Xxxx of Sale"), the Lease which is to be transferred by that certain assignment and assumption of lease, a specimen of which is attached hereto as Exhibit C (the "Assignment of Lease"), the Permits and Contracts which are to be transferred by that certain assignment agreement, a specimen of which is attached hereto as Exhibit D (the "Assignment Agreement"), all components of the Property shall be transferred and conveyed by execution and delivery of Seller's special warranty deed, a specimen of which is attached hereto as Exhibit E (the "Deed"). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the "Transfer Documents".
The Transfer Documents. Except for the Personalty which shall be transferred by that certain bill of sale from Seller to Buyer, a specimen of which is attached hxxxxo as Exhibit B (the "Bill of Sale"), the Leases, each of which is to be transferred by thxx xertain assignment and assumption of lease, a specimen of which is attached hereto as Exhibit C (the "Assignments of Leases"), the Permits and Contracts which are to be transferred by that certain assignment agreement, a specimen of which is attached hereto as Exhibit D (the "Assignment Agreement"), all components of each of the Properties shall be transferred and conveyed by execution and delivery of Seller's special warranty deed, a specimen of which is attached hereto as Exhibit E (the "Deeds"). The Bill of Sale, the Assignments of Leases, the Assignment Agreement anx xxe Deeds are hereinafter collectively referred to as the "Transfer Documents".
The Transfer Documents. The Permits and Contracts shall be transferred by an assignment agreement, a specimen of which is attached hereto as Exhibit B (the “Assignment Agreement”); and all other components of the Property shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, a specimen of which is attached hereto as Exhibit C (the “Deed”). The Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”.
The Transfer Documents. The Personalty related to each Property shall be transferred by that certain quit claim xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (each, a “Xxxx of Sale” and, collectively, the “Bills of Sale”); each Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (each, an “Assignment of Lease” and, collectively, the “Assignments of Lease”); the Permits, Warranties and Contracts related to each Property shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (each, an “Assignment Agreement” and, collectively, the “Assignment Agreements”); and the Real Property, Building and Improvements constituting each Property shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (each, a “Deed” and, collectively, the “Deeds”). The Bills of Sale, the Assignments of Lease, the Assignment Agreements and the Deeds are hereinafter collectively referred to as the “Transfer Documents”. Master Purchase Agreement and Escrow Instructions Walgreens — Multi-Site
The Transfer Documents. The Personalty owned by each Seller shall be transferred by that certain xxxx of sale from such Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (collectively, the “Bills of Sale”); each Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (collectively, the “Assignments of Lease”); the Permits, Warranties and Contracts in which each Seller has an interest shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (collectively, the “Assignment Agreements”); and each parcel Real Property, together with the Building and the Improvements located thereon shall be transferred and conveyed by each Seller by execution and delivery of a limited or special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (collectively, the “Deeds”). The Bills of Sale, the Assignments of Lease, the Assignment Agreements and the Deeds are hereinafter collectively referred to as the “Transfer Documents”.
The Transfer Documents. On or prior to the Close of Escrow, Seller and Buyer, as applicable, shall duly execute, acknowledge and deliver the following to Escrow Agent for recordation, if appropriate, and delivery upon Close of Escrow:
(1) A Special Warranty Deed, in form and content identical to Exhibit D (the "Deed"), executed and acknowledged by Seller, conveying title to the Property to Buyer;
(2) An Affidavit of Property Value, required by A.R.S. ss.42-1612, in form and content identical to Exhibit E (the "Affidavit");
(3) An Assignment and Assumption Agreement, in form and content identical to Exhibit F (the "Assignment"), executed by Seller, assigning to Buyer Seller's interest in the Permits, the Leases and the Contracts and executed by Buyer assuming all of Seller's obligations under the Permits, the Leases and the Contracts; and
(4) A Bill of Sale (hereix xx called), in form and content identical to Exhibit G, executed by Seller, assigning to Buyer Seller's interest in the Personal Property. The Deed, the Affidavit, the Assignment, the Bill of Sale and alx xther documents, if any, which may be necessary to consummate the Purchase Transaction are collectively referred to as the "Transfer Documents".
The Transfer Documents. Except for the Leases, each of which shall be transferred by that certain assignment and assumption of lease, a specimen of which is attached hereto as Exhibit C (each, an “Assignment of Lease”), all components of each of the Properties shall be transferred and conveyed by execution and delivery by Seller of a special warranty deed in the customary form for each jurisdiction as prepared by Escrow Agent (each, a “Deed”). The Assignments of Lease and each Deed are collectively referred to as the “Transfer Documents”.
The Transfer Documents. The Property will be transferred and conveyed by Seller to Buyer by the execution and delivery of (i) a Special Warranty Deed, a specimen of which is attached hereto as Exhibit B (the “Deed”), conveying good and indefeasible fee simple title to the Property in equal and undivided interests to both trusts comprising Buyer, subject only to the Permitted Exceptions (as defined below), (ii) a General Assignment, a specimen of which is attached hereto as Exhibit C (the “General Assignment”), and (iii) a Bxxx of Sale, a specimen of which is attached hereto as Exhibit D (the “Bxxx of Sale”). The Deed, the General Assignment, the Bxxx of Sale and all other documents, agreements, notices and certificates to be delivered by the Parties at the Closing (as defined below) are hereinafter collectively referred to as the “Transfer Documents”.
