Xxxxxxx Xxxxxx, Xx and Xxxxxx X. May, the members of the firm participating in the negotiating, drafting or review of the various documents, without any investigation or having any duty whatsoever to investigate. The term “the firm” means the law firm of Mitchell, Williams, Xxxxx, Gates & Xxxxxxxx, P.L.L.C. as it exists on the date of this opinion letter.
Xxxxxxx Xxxxxx, Xx x0@x0xxx.xxx
Xxxxxxx Xxxxxx, Xx. Xxxx Xxxxxxxx President Vice President Secretary Treasurer Director
Xxxxxxx Xxxxxx, Xx. If to Stockholder: To the address for notice set forth on the signature page hereof. With a copy to: Xxxxx, Xxxxx & Xxxxx 000 Xxxxx XxXxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 Attn: Xxxx X. Xxxxxx Xxxxxx X. Wild
Xxxxxxx Xxxxxx, Xx. Title: Manager Signature Hospice Bend, LLC an Oregon limited liability company By:
Xxxxxxx Xxxxxx, Xx. Name: C. Xxxxxxx Xxxxxx, Xx. Title: Vice President Regions Bank 0000 Xxxxx Xxxxxx Xxxxx, 00xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Xxxxx Xxxxx Telephone: 000-000-0000 SUNTRUST BANK, as a Lender By: /s/ Xxxx Xxxxxxx Name: Xxxx Xxxxxxx Title: Director SunTrust Bank 000 Xxxxxxxxx Xx, 00xx Xxxxx Xxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxx Telephone: 000-000-0000 ASSOCIATED BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice President Associated Bank, National Association 000 X. Xxxxxx, 24th Floor Chicago, Illinois 60661 Attention: Xxxxxx Xxxxxxx Telephone: 000-000-0000 BMO XXXXXX BANK, N.A., as a Lender By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Managing Director BMO Xxxxxx Bank, N.A. 000 X XxXxxxx Xxxxxx Xxxxxxx, XX 00000 Attention: Xxxxxxx Xxxxxxxx Telephone: 000-000-0000 FORM OF REVOLVING CREDIT NOTE $______________ _____________, 2019 FOR VALUE RECEIVED, the undersigned (collectively, and jointly and severally, “Maker”), hereby promise to pay to ________________ __________________ (“Payee”), or order, in accordance with the terms of that certain Amended and Restated Credit Agreement, dated as of May 9, 2019, as from time to time in effect, among INDEPENDENCE REALTY OPERATING PARTNERSHIP, LP, the Subsidiary Borrowers, KeyBank National Association, for itself and as Agent, and such other Lenders as may be from time to time named therein (as may be amended, modified, supplemented and/or extended from time to time, the “Credit Agreement”), to the extent not sooner paid, on or before the Revolving Credit Maturity Date, the principal sum of _________________ Million and No/100 Dollars ($__________), or such amount as may be advanced by the Payee under the Credit Agreement as a Revolving Credit Loan with daily interest from the date thereof, computed as provided in the Credit Agreement, on the principal amount hereof from time to time unpaid, at a rate per annum on each portion of the principal amount which shall at all times be equal to the rate of interest applicable to such portion in accordance with the Credit Agreement, and with interest on overdue principal and, to the extent permitted by applicable law, on overdue installments of interest and late charges at the rates provided in the Credit Agreement. Interest shall be payable on the dates specified in the Credit Agreement, except that all accrued interest shall be paid at the stated or accelerated maturity hereof or upon the prepayment i...
Xxxxxxx Xxxxxx, Xx other agreements, representations, warranties or conditions as re customary in transactions of the nature contemplated by this Offer. If and when the Purchase Agreement is executed, the Purchase Agreement will constitute the entire agreement between the Buyer and the Seller. If the Purchase Agreement is not executed by July 1, 1996, then at the Buyer's or Seller's election, the initial Deposit shall be immediately refunded to the Buyer and this Offer shall be null and void.
A. Following the execution of this Offer by the Seller, the Buyer and the Buyer's agents, representatives, lender(s), architect(s), engineer(s) and employees shall have access to the property at any time during normal business hours and from time to time in order to perform such financial analyses, topographical and engineering surveys, environmental site assessments and other tests, surveys and studies of the Property, as the Buyer or the Buyer's lender by deem necessary or appropriate.
B. Further, within ten (10) days after the Seller's acceptance of this Offer, the Seller will furnish to the Buyer, for the Buyer's review, complete and accurate copies of all information, records and documentation concerning the ownership and condition of the Property in the possession of the Seller or the seller's representatives, as the Buyer may reasonably request, including without limitation (but only for informational purposes and without warranties or representations of any kind regarding accuracy), plans and surveys, as-built plans and specifications for the building(s) on the Property, engineering reports, environmental site assessments, and title policies or abstracts. The Buyer will hold in strict confidence all documents, data and information obtained from the Seller, and if the Closing does not occur, will return the same to the Seller.
C. If the Buyer, in its sole discretion, is dissatisfied with the results of any such tests or inspections, or with the content of any of the documents, data or information obtained from the Seller, then the buyer may terminate this Offer (or the Purchase Agreement, if signed) by written notice to the Seller on or before 5:00 p.m. E.S.T. on the Commitment Date. Upon such termination, the Initial Deposit (and the Additional Deposit, if previously paid) shall be immediately returned to the Buyer, and neither party shall have any further obligations or liabilities under this Offer (or Purchase Agreement, if signed). If the Buyer has not sent such written notic...
Xxxxxxx Xxxxxx, Xx. Title: Manager Signature Coastal, LLC, an Oregon limited liability company By:
Xxxxxxx Xxxxxx, Xx. Title: Manager Signature Home Health Bend, LLC an Oregon limited liability company By: Name: K. Xxxxxxx Xxxxxx, Xx. Title: Manager Signature Hospice Xxxxxx, LLC an Oregon limited liability company By: