Common use of Closing Expenses Clause in Contracts

Closing Expenses. 13.1. All title examination charges, title insurance premium, survey costs, environmental assessment charges, notary fees and other such third party charges relating to the Transactions shall be paid by Acquirer, but if such amounts are customarily paid by a seller in a substantial commercial transaction in the jurisdiction in which the Property is located, the value of the contribution deemed made by Contributor with respect to the Property shall be reduced in the corresponding amount and the number of LP Units issuable to Contributor shall be correspondingly reduced. 13.2. Although the parties intend that no real estate transfer or recording fees or taxes will be due in connection with the contribution of the Member Interest, if it is finally determined that such taxes are due and payable in connection herewith, such real estate transfer or recording fees or taxes shall be paid by the party who customarily pays such costs in a substantial commercial transaction in such jurisdiction. 13.3. The aggregate amount of the costs itemized in Sections 13.1 and 13.2 are referred to herein collectively as the “Closing Costs.” At Closing, the Contribution Consideration shall be reduced by the amount of Closing Costs due from, but not paid by, Contributor (the “Reduction Amount”). 13.4. Except as otherwise provided in the Master Agreement, each party shall each pay its own due diligence costs and legal, brokerage, lenders, investment banking and accounting costs and fees related to the Transaction and preparation of this Agreement and all documents required to settle the transaction contemplated hereby; provided, however, Acquiror shall cause the UPREIT to pay all documented third party investment banking and other transaction costs incurred by Contributor and the Contributor Affiliate and payable at the Closing; when such payment is made, the value of the contribution deemed made by Contributor shall be reduced in the corresponding amount and the number of LP Units issuable to Contributor shall be correspondingly reduced.

Appears in 3 contracts

Sources: Contribution Agreement (American Housing Income Trust, Inc.), Contribution Agreement (American Housing Income Trust, Inc.), Contribution Agreement (American Housing Income Trust, Inc.)

Closing Expenses. 13.114.1. All title examination charges, title insurance premium, survey costs, environmental assessment charges, notary fees and other such third party charges relating to the Transactions shall be paid by Acquirerthe Surviving Corporation, but if such amounts are customarily paid by a seller in a substantial commercial transaction in the jurisdiction in which the Property Project is located, the value of the contribution deemed made by Contributor with respect to the Property Project shall be reduced in the corresponding amount and the number of LP Units issuable to Contributor shall be correspondingly reduced. 13.214.2. Although the parties intend that no real estate transfer or recording fees or taxes will be due in connection with the contribution of the Member Interest, if it is finally determined that such taxes are due and payable in connection herewith, such real estate transfer or recording fees or taxes shall be paid by the party who customarily pays such costs in a substantial commercial transaction in such jurisdiction. 13.314.3. The aggregate amount of the costs itemized in Sections 13.1 14.1 and 13.2 14.2 are referred to herein collectively as the “Closing Costs.” At Closing, the Contribution Consideration shall be reduced by the amount of Closing Costs due from, but not paid by, Contributor (the “Reduction Amount”). 13.414.4. Except as otherwise provided in the Master Agreement, each party shall each pay its own due diligence costs and legal, brokerage, lenders, investment banking and accounting costs and fees related to the Transaction and preparation of this Agreement and all documents required to settle the transaction contemplated hereby; provided, however, Acquiror shall cause the UPREIT to pay all documented third party investment banking and other transaction costs incurred by Contributor POP and the Contributor POP Affiliate and payable at the Closing; when such payment is made, the value of the contribution deemed made by Contributor shall be reduced in the corresponding amount and the number of LP Units issuable to Contributor shall be correspondingly reduced.

Appears in 2 contracts

Sources: Contribution Agreement, Contribution Agreement (Arizona Land Income Corp)