Examples of Other Purchase and Sale Agreements in a sentence
The balance of the Deposit, if any, shall be held in Escrow and shall be paid, in accordance with the terms of the applicable Other Purchase and Sale Agreement(s), to Seller’s affiliate and credited against the purchase price on the closing date of the last of the Properties to be purchased by Buyer’s affiliate from Seller’s affiliate.
All terms with initial capital letters that are not otherwise defined in this Agreement shall have the meaning ascribed to such terms in the Other Purchase and Sale Agreements.
If any of the Seller Conditions in items (d) through (g) has not been satisfied by the Closing Date, then Seller may, as Seller’s sole and exclusive remedy, either (1) terminate this Agreement and the Other Purchase and Sale Agreements, except the provisions hereof and thereof which expressly survive termination, and the Exxxxxx Money shall be returned to Purchaser, or (2) proceed to Closing, in which case such Seller Condition shall be deemed to be waived for all purposes.
If any Purchaser Condition has not been satisfied by the Closing Date, then Purchaser may, as Purchaser’s sole and exclusive remedy, either (1) terminate this Agreement and the Other Purchase and Sale Agreements, except the provisions hereof and thereof which expressly survive termination, and the Exxxxxx Money shall be returned to Purchaser, or (2) proceed to Closing, in which case such Purchaser Condition shall be deemed to be waived for all purposes.
If Purchaser acquires the Asset or any or all of the Other Assets pursuant to this Agreement and the Other Purchase and Sale Agreements, then Wxxxxx TCC Hotel Investors V, L.L.C. and each assignee Purchaser under Section 14.4 below shall collectively maintain, and shall cause any Purchaser Guarantor (as hereinafter defined), if required, to maintain, a collective Net Worth (as hereinafter defined) of at least $20,000,000 for a period of two (2) years from and after the Closing Date.
If any of the Seller Conditions in items (a), (b) or (c) has not been satisfied by the Closing Date, then Seller may, as Seller’s sole and exclusive remedy, either (1) terminate this Agreement and the Other Purchase and Sale Agreements, except the provisions hereof and thereof which expressly survive termination, and the Exxxxxx Money shall be paid to Seller, or (2) proceed to Closing, in which case such Seller Condition shall be deemed to be waived for all purposes.
The provisions of this Section 5.3(c) shall survive the Closing or any termination of this Agreement and the Other Purchase and Sale Agreements.
Seller will execute this Agreement, but the effectiveness thereof, other than this Section 2.3, shall not occur unless and until this Agreement and the Other Purchase and Sale Agreements, and the transactions contemplated herein and therein, have been approved (collectively, “Board Approval”) by the Board of Trust Managers of Crescent Real Estate Equities Company or the applicable committees thereof (collectively, the “Board”).
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Any such election to terminate this Agreement and the other Purchase and Sale Agreements must be in writing, and upon timely receipt thereof by Seller and the Title Company, the Exxxxxx Money will be refunded to Purchaser, and thereupon this Agreement and the Other Purchase and Sale Agreements will be terminated and of no further force and effect whatsoever, except for the terms of this Agreement and the Other Purchase and Sale Agreement which expressly survive termination.