CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE Clause Samples

This clause defines the specific requirements that must be satisfied before the developer is legally required to proceed with closing a transaction, such as a real estate purchase or project development agreement. Typically, these conditions may include obtaining necessary permits, securing financing, or the completion of due diligence. By setting out these prerequisites, the clause ensures that the developer is not obligated to close unless all critical factors are in place, thereby protecting the developer from unforeseen risks or incomplete preparations.
CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. 5.1.1 The obligations of Developer to consummate the Closing on the Closing Date shall be subject to the following conditions precedent: (a) District shall have performed all obligations hereunder required to be performed by District prior to the Closing Date. (b) The representations and warranties made by District in Section 3.1 of this Agreement shall be true and correct in all material respects on and as if made on the Closing Date. (c) District shall have performed all of its material obligations and observed and complied with all material covenants and conditions required at or prior to Closing under this Agreement. (d) District shall have delivered (or caused to be delivered) the original, executed documents required to be delivered pursuant to Section 6.2.1 herein. (e) As of the Closing Date, there shall be no rezoning or other statute, law, judicial, or administrative decision, ordinance, or regulation (including amendments and modifications of any of the foregoing) by any governmental authorities or any public or private utility having jurisdiction over the Property that would materially adversely affect the acquisition, development, sale, or use of the Property such that the Project is no longer physically or economically feasible. This provision shall not apply to any normal and customary reassessment of the Property for ad valorem real estate tax purposes. (f) Title to the Property shall be subject only to the Permitted Exceptions.
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CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE. The obligations of Developer to proceed to each Closing and develop the Project shall be subject to the following conditions precedent: City Performance. City shall have performed all material obligations hereunder required to be performed by City on or prior to the Closing Date including, but not limited to: (a) the turnover of the Project Site in compliance with the High School Turnover Condition by the date set forth in the Schedule of Performance, and (b) for the Phase 2 Closing, completion of subdivision as needed for conveyance of the Phase 2 Residential Site and/or the Phase 2 Office Site. [QUESTION FOR CITY: (a) DOES IT KNOW THE OUTSIDE DATE FOR THE HIGH SCHOOL TURNOVER CONDITION? IS IT ACCEPTABLE? (b) WHAT DOES THE CITY NEED TO DO IN ORDER TO COMPLETE THE SUBDIVISION OF THE PHASE 2 RESIDENTIAL AND OFFICE SITES? ARE THOSE THINGS TO BE DONE BY THE CITY AT THE CITY’S COST?]
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CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE 
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Related to CONDITIONS PRECEDENT TO DEVELOPER'S OBLIGATION TO CLOSE

  • CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

  • CONDITIONS PRECEDENT TO BUYER'S OBLIGATION TO CLOSE Buyer's obligation to purchase the Shares and to take the other actions required to be taken by Buyer at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Buyer, in whole or in part):

  • CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATION TO CLOSE The Purchaser's obligation to pay the Consideration and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part):

  • Conditions Precedent to Seller’s Obligations The obligations of Seller to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Seller:

  • Conditions Precedent to Buyer’s Obligations Each and every obligation of Buyer to be performed on the Closing Date shall be subject to the satisfaction prior to or at the Closing of each of the following conditions: