CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATIONS AT CLOSING. The obligations of the Purchaser to be performed on and after the Closing Date shall be subject to the fulfillment of each of the conditions set forth below in a manner satisfactory to the Purchaser or the waiver of such conditions by the Purchaser. 9.5.1 Each of the representations and warranties made by the Seller in this Agreement shall be true and correct as of the Closing Date. 9.5.2 The Seller shall have complied with each and every covenant made by the Seller herein. 9.5.3 The Assumption Approval is obtained in accordance with Section 9.1. 9.5.4 The effectiveness of the Purchaser's Registration Statement on Form S-11 (as amended from time to time, the "REGISTRATION STATEMENT") to be filed with the Securities and Exchange Commission after the execution of this Agreement and the closing and funding of the public offering thereunder, is a condition precedent to the obligations of all parties to this Agreement to effect the transactions contemplated by this Agreement on the Closing Date (as defined below). This condition may not be waived by any party to this Agreement. In the event all of the "conditions precedent" have not been satisfied by the Closing Date or the Extended Closing Date, this Agreement shall automatically terminate upon the Closing Date or the Extended Closing Date without the requirement of either party providing written notice.
Appears in 5 contracts
Sources: Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.)
CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATIONS AT CLOSING. The obligations of the Purchaser to be performed on and after the Closing Date shall be subject to the fulfillment of each of the conditions set forth below in a manner satisfactory to the Purchaser or the waiver of such conditions by the Purchaser.
9.5.1 Each of the representations and warranties made by the Seller in this Agreement shall be true and correct as of the Closing Date.
9.5.2 The Seller shall have complied with each and every covenant made by the Seller herein.
9.5.3 The Assumption Approval is obtained in accordance with Section 9.1.
9.5.4 The effectiveness of the Purchaser's Registration Statement on Form S-11 (as amended from time to time, the "REGISTRATION STATEMENTRegistration Statement") to be filed with the Securities and Exchange Commission after the execution of this Agreement and the closing and funding of the public offering thereunder, is a condition precedent to the obligations of all parties to this Agreement to effect the transactions contemplated by this Agreement on the Closing Date (as defined below). This condition may not be waived by any party to this Agreement. In the event all of the "conditions precedent" have not been satisfied by the Closing Date or the Extended Closing Date, this Agreement shall automatically terminate upon the Closing Date or the Extended Closing Date without the requirement of either party providing written notice.
Appears in 3 contracts
Sources: Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.)
CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATIONS AT CLOSING. The obligations of the Purchaser to be performed on and after the Closing Date shall be subject to the fulfillment of each of the conditions set forth below in a manner satisfactory to the Purchaser or the waiver of such conditions by the Purchaser.
9.5.1 Each of the representations and warranties made by the Seller in this Agreement shall be true and correct as of the Closing Date.
9.5.2 The Seller shall have complied with each and every covenant made by the Seller herein.
9.5.3 The Assumption Approval is obtained in accordance with Section 9.1Defeasance has been completed.
9.5.4 The effectiveness of the Purchaser's Registration Statement on Form S-11 (as amended from time to time, the "REGISTRATION STATEMENT") to be filed with the Securities and Exchange Commission after the execution of this Agreement and the closing and funding of the public offering thereunder, is a condition precedent to the obligations of all parties to this Agreement to effect the transactions contemplated by this Agreement on the Closing Date (as defined below). This condition may not be waived by any party to this Agreement. In the event all of the "conditions precedent" have not been satisfied by the Closing Date or the Extended Closing Date, this Agreement shall automatically terminate upon the Closing Date or the Extended Closing Date without the requirement of either party providing written notice.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.)