Use of Purchase Price to Clear Title Sample Clauses

Use of Purchase Price to Clear Title. To enable Lessor to make conveyance as provided in this Section, Lessor may, at the Time of Closing, use the Purchase Price or any portion thereof to clear the title of any Lien, provided that all instruments so procured are recorded contemporaneously with the Closing or reasonable arrangements are made for a recording subsequent to the Time of Closing in accordance with customary conveyancing practices.
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Use of Purchase Price to Clear Title. To enable the Facility Entities to make the conveyance as provided in this Section 13, the Facility Entities may, at the Time of Closing, use the Purchase Price or any portion thereof to clear the title of any Mortgage, provided that all instruments so procured are recorded contemporaneously with the Closing or reasonable arrangements are made for recording subsequent to the Time of Closing in accordance with customary conveyance practices.
Use of Purchase Price to Clear Title. To enable Seller to make conveyance as herein provided, Seller may (and Seller shall, with respect to Monetary Liens or other matters which Seller is obligated to cure), at the time of Closing, use the Purchase Price, or any part thereof, to cure the title of any or all matters which are either (i) Monetary Liens; (ii) Title Objections that Seller has agreed to remove, provided that all instruments so procured shall be delivered at Closing, unless reasonably satisfactory arrangements for the recording of such instruments after the Closing Date are made at Closing, and the Title Company issues, at the Closing, its policy obtained by Purchaser for the Premises without exception for the matters so cured.
Use of Purchase Price to Clear Title. To enable the SELLER to make conveyance as herein provided, the SELLER may, at the time of delivery of the Deed, use the purchase money or any portion thereof to clear the title of any or all encumbrances or interests, provided that all instruments so procured are recorded simultaneously with the delivery of the Deed or in a manner that is consistent with Massachusetts conveyancing standards. The SELLER represents that it is able in all respects to complete its obligations under this Agreement and has sufficient funds from the proceeds of the sale to payoff any mortgages and encumbrances on the Unit and all other costs and expenses associated with the Closing.
Use of Purchase Price to Clear Title. If any failure of the condition of, ------------------------------------ or title to, the Property or the Discontinued Road to conform to the requirements of Section 4.2 can be cured by the payment of money to the holder of any monetary Lien, the Buyer shall have the right, at either the original or the postponed Closing, to cure such defect, and any amounts expended in such cure shall be credited against the Purchase Price.
Use of Purchase Price to Clear Title. To enable Landlord to make conveyance as provided in this SECTION 21, Landlord may, at the Time of Closing, use the Purchase Price or any portion thereof to clear the title of any lien, provided that all instruments so procured are recorded contemporaneously with the closing or reasonable arrangements are made for a recording subsequent to the Time of Closing in accordance with customary conveyancing practices.
Use of Purchase Price to Clear Title. To enable Lessor to make conveyance as provided in this Section 19.4, Lessor may, at the Time of Closing, use the Purchase Price or any portion thereof to clear the title of any or all encumbrances or interests, provided that all instruments so procured are recorded contemporaneously with 81 92 the Closing or reasonable arrangements acceptable to Lessee and title insurer are made for a recording subsequent to the Time of Closing.
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Use of Purchase Price to Clear Title. To enable Seller to make conveyance as herein provided, Seller may, and if necessary shall, at the time of delivery of the deed, use the purchase money, or any part thereof, to clear the title of any or all encumbrances or interests which are to be discharged, removed or eliminated by the terms hereof, provided that all instruments so procured are recorded simultaneously with the delivery of the deed.
Use of Purchase Price to Clear Title. To enable Seller to make ------------------------------------ conveyance as herein provided, Seller may, at the time of delivery of the Deeds, use the Purchase Price, or any part thereof, to remove any unpermitted exceptions or cure other title or survey defects, provided that all instruments so procured shall be delivered at the Closing, unless reasonably satisfactory arrangements for the recording of such instruments after the Closing Date are made at the Closing, and the Title Company issues the Title Policies at the Closing without exception for, or with insurance over, the matters so cured. In particular, Seller shall, at the time of delivery of the Deeds, use a portion of the Purchase Price to remove the Seller Existing Mortgages from the Title Policies to be issued to Buyer at Closing.

Related to Use of Purchase Price to Clear Title

  • Balance of Purchase Price The balance of the Purchase Price shall be paid in cash or by certified funds at the Closing (as defined below).

  • Allocation of Purchase Price (a) No later than sixty (60) days after Closing or within a reasonable time thereafter as agreed by Sellers and Purchaser, Purchaser shall prepare and deliver to Sellers a proposed allocation of the Purchase Price (plus the Assumed Liabilities and any other Liabilities deemed assumed by the Purchaser for U.S. federal income Tax purposes) among the Transferred Assets which shall be prepared in a manner consistent with Section 1060 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) (the “Proposed Allocation Schedule”). After receipt of the Proposed Allocation Schedule from Purchaser, the Sellers shall have fifteen (15) days to review the Proposed Allocation Schedule. The Proposed Allocation Schedule will be considered final and binding on the Parties unless Sellers communicate to Purchaser objections to the Proposed Allocation Schedule (an “Allocation Dispute Notice”). Sellers and Purchaser shall, within ten (10) days (or such longer period as Sellers and Purchaser may agree in writing) following delivery of an Allocation Dispute Notice (the “Allocation Resolution Period”), attempt in good faith to resolve their differences and prepare a final allocation schedule that is acceptable to both Sellers and Purchaser. If Sellers and Purchaser are unable to completely resolve any such differences within such ten (10) day period, the unresolved issues (the “Allocation Dispute”) shall be resolved by the Accounting Firm in accordance with Section 1.5(b) (once so resolved, the “Final Allocation Schedule”), subject to approval by the Bankruptcy Court. Purchaser and Sellers shall file all Tax Returns (including amended returns and claims for refund) and information reports in a manner consistent with the Final Allocation Schedule and shall not take any position for Tax purposes (including on IRS Form 8594 or in any audit or other examination or proceeding relating to Taxes) inconsistent with this Section 1.5 unless required to do so by applicable Law.

  • Purchase Price; Allocation of Purchase Price (a) The purchase price for the Purchased Assets and the Shares (the “Purchase Price”) is $3,000,000,000 (three billion dollars) in cash. The Purchase Price shall be paid as provided in Section 2.09 and shall be subject to adjustment as provided in Sections 2.09 and 2.11. Seller shall be treated as receiving a portion of the Purchase Price as agent for its Affiliates actually selling the Purchased Assets and the Shares consistent with the allocation of the Purchase Price pursuant to the Allocation Statement.

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the "Purchase Price") shall be the amount equal to $1.00 (the "Purchase Price").

  • Delivery of Purchase Price The Purchase Price for the Securities shall have been delivered to the Company on the Closing Date.

  • Calculation of Purchase Price The bank’s ownership interest in a security will be quantified one of two ways: (i) number of shares or other units, as applicable (in the case of equity securities) or (ii) par value or notational amount, as applicable (in the case of non-equity securities). As a result, the purchase price (except where determined pursuant to clause (ii) of the preceding paragraph) shall be calculated one of two ways, depending on whether or not the security is an equity security: (i) the purchase price for an equity security shall be calculated by multiplying the number of shares or other units by the applicable market price per unit; and (ii) the purchase price for a non-equity security shall be an amount equal to the applicable market price (expressed as a decimal), multiplied by the par value for such security (based on the payment factor most recently widely available). The purchase price also shall include accrued interest as calculated below (see Calculation of Accrued Interest), except to the extent the parties may otherwise expressly agree, pursuant to clause (ii) of the preceding paragraph. If the factor used to determine the par value of any security for purposes of calculating the purchase price, is not for the period in which the Bank Closing Date occurs, then the purchase price for that security shall be subject to adjustment post-closing based on a “cancel and correct” procedure. Under this procedure, after such current factor becomes publicly available, the Receiver will recalculate the purchase price utilizing the current factor and related interest rate, and will notify the Assuming Institution of any difference and of the applicable amount due from one party to the other. Such amount will then be paid as part of the settlement process pursuant to Article VIII.

  • Adjustment of Purchase Price NUMBER AND KIND OF SHARES OR NUMBER OF RIGHTS. The Purchase Price, the number and kind of shares covered by each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • Closing Purchase Price Buyer shall have delivered the Closing Purchase Price in accordance with Section 2.5. ARTICLE VII

  • Delivery of Purchased Assets The Seller shall have delivered possession of the Purchased Assets to the Purchaser, and shall have made all intangible Purchased Assets available to the Purchaser.

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