Remaining Permits definition
Examples of Remaining Permits in a sentence
Discretionary approvals that may be required and are identified after the Effective Date based upon Purchaser’s investigations and due diligence shall be considered Remaining Permits; provided, however, that the Remaining Permits shall not include building permits.
Without limiting the generality of the foregoing, prior to the submission of any applications or requests for the Rezoning or any other Remaining Permits, Purchaser agrees to invite Seller to attend a preapplication conference with staff from Loudoun County, which shall occur during the Contingency Period.
For the avoidance of doubt, in no event shall Purchaser be required to incorporate the Potential Seller Acquisitions into the Rezoning application if, in Purchaser’s sole discretion, such incorporation would adversely affect the feasibility of Purchaser obtaining the Rezoning or any other Remaining Permits for the Project, or directly or indirectly result in Purchaser incurring significant additional out-of-pocket costs in connection with the development of the Project.
Purchaser agrees to use good faith efforts to incorporate so-called “smart building” and “smart community” technology (collectively, “Smart Technology”) into its applications for the Rezoning and/or the Remaining Permits.
Prior to the expiration of the Contingency Period, the Parties shall agree upon which Smart Technology components are feasible to include in applications for the Rezoning and/or the Remaining Permits without Purchaser incurring unusual or extraordinary costs.
For the avoidance of doubt and notwithstanding anything to the contrary in this Agreement, Purchaser obtaining the Rezoning shall be a Condition Precedent (as defined below in Section 14) to Purchaser’s obligation to consummate the Closing hereunder, but obtaining any other of the Remaining Permits shall not be a Condition Precedent to Closing hereunder.
For the avoidance of doubt, in no event shall Purchaser be required to incorporate Smart Technology into the Rezoning application if, in Purchaser’s sole discretion, such incorporation would adversely affect the feasibility of Purchaser obtaining the Rezoning or any other Remaining Permits for the Project, or result in Purchaser directly or indirectly incurring significant additional out-of-pocket costs in connection with the development of the Project.
Seller shall take all reasonable and prudent measures to cooperate with Purchaser in its pursuit of the Remaining Permits, in accordance with the covenant set forth below in Section 7(a).