Developer’s Deliveries Sample Clauses
The "Developer’s Deliveries" clause defines the specific materials, work products, or services that the developer is required to provide under the agreement. This may include deliverables such as source code, documentation, design files, or completed software modules, and it often outlines the format, deadlines, and standards these items must meet. By clearly specifying what the developer must deliver and when, this clause ensures both parties have a mutual understanding of expectations, reducing the risk of disputes over incomplete or unsatisfactory work.
Developer’s Deliveries. On or before the Closing Date, subject to the terms and conditions of this Agreement, Developer shall execute, notarize, and deliver, as applicable, to Settlement Agent:
(a) the Purchase Price in full, except to the extent the Purchase Price has been adjusted pursuant to Section 2.6 herein, and any funds in excess of the Purchase Price, if so required by the Settlement Statement to be executed at closing;
(b) the Performance Bond to be held by District;
(c) all documents, in final form, required to close on the equity and debt financing for Developer’s construction of the Project; Developer must close on all equity and debt financing from Developer’s lender on the scheduled Closing Date for the Property;
(d) the fully executed Development and Completion Guaranty;
(e) the Affordability Covenant in recordable form to be recorded in the Land Records against the applicable Parcel(s);
(f) the Declaration in recordable form to be recorded in the Land Records against the Property;
(g) a certification of Developer’s representations and warranties executed by Developer stating that all of Developer’s representations and warranties set forth herein are true and correct as of and as if made on the Closing Date;
(h) copies of all submissions and applications for Permits to the District of Columbia Department of Consumer and Regulatory Affairs (“DCRA”), submitted pursuant to the Development Plan;
(i) copies of all Permits obtained by Developer required under Section 105A of Title 12A of the D.C. Municipal Regulations;
Developer’s Deliveries. At the Closing, Developer shall deliver the following to the Commission (collectively, "Developer Deliveries"):
(i) the Purchase Price, subject to any credits or pro-rations provided for in this Agreement;
(ii) such disclosures and reports as are required by applicable state law in connection with the conveyance of real property;
(iii) delivery of any Governance Modifications (as defined in Section 12.17) that require the Developer's signature;
(iv) such other documents as may be required by the terms of this Agreement, or as may reasonably be necessary in order to consummate the transaction contemplated by this Agreement.
Developer’s Deliveries. On or before the Closing Date, subject to the terms and conditions of this Agreement, Developer shall execute, notarize, and deliver, as applicable, to Settlement Agent:
(a) the Purchase Price in full, except to the extent the Purchase Price has been adjusted pursuant to Section 2.6 herein, and any funds in excess of the Purchase Price, if so required by the Settlement Statement to be executed at closing;
(b) the Performance Bond to be held by District;
(c) all documents, in final form, required to close on the equity and debt financing for Developer’s construction of the Project; Developer must close on all equity and debt financing from Developer’s lender on the scheduled Closing Date for the Property;
(d) the fully executed Development and Completion Guaranty;
(e) the Affordability Covenant in recordable form to be recorded in the Land Records against the applicable Parcel(s);
(f) the Declaration in recordable form to be recorded in the Land Records against the Property;
(g) a certification of Developer’s representations and warranties executed by ▇▇▇▇▇▇▇▇▇ stating that all of Developer’s representations and warranties set forth herein are true and correct as of and as if made on the Closing Date;
(h) copies of all submissions and applications for Permits to the District of Columbia Department of Buildings (“DOB”), submitted pursuant to the Development Plan;
(i) copies of all Permits obtained by Developer required under Section 105A of Title 12A of the D.C. Municipal Regulations;
(j) a copy of the fully executed CBE Agreement;
(k) a copy of the fully executed First Source Agreement;
(l) the following documents evidencing the due organization and authority of Developer to enter into, join and consummate this Agreement and the transactions contemplated herein:
(i) The organizational documents and a current certificate of good standing issued by the District of Columbia;
(ii) Authorizing resolutions, in form and content reasonably satisfactory to District, demonstrating the authority of the entity and of the Person executing each document on behalf of Developer in connection with this Agreement and development of the Project;
(iii) Evidence of satisfactory liability, casualty and builder's risk insurance policies in the amounts, and with such insurance companies, as required in Article 11 of this Agreement;
(iv) Any financial statements of Developer that may be requested by District;
(v) If requested by District, an opinion of counsel that Developer is val...
Developer’s Deliveries. At the Phase 2 Closing, subject to the terms and conditions of this Agreement, Developer shall execute, notarize and deliver, as applicable, to Title Company: [DELIVERIES SUBJECT TO REVIEW]
Developer’s Deliveries. Subject to the terms of this Agreement, Developer shall execute and deliver to Mall II Buyer or Mall II LLC, as applicable, at or prior to the Closing:
(a) an assignment of the Membership Interests to Mall II Buyer (the "ASSIGNMENT");
(b) a General Assignment/Bill of Sale assigning to Mall II LLC the Exclusive Mall Equipment;
(c) the Amended REA;
(d) the Developer's Representation Certificate;
(e) the Developer's Warranty, if applicable;
(f) notices to Tenants from the appropriate parties informing them of the termination of any lockbox agreements in effect immediately prior to the Closing and instructing Tenants to pay rent in such a manner as directed by Mall II Buyer;
(g) Developer's copies of any Leases executed by Mall II LLC and Tenants;
(h) Developer's copies of any Service Contract that shall survive the Closing;
(i) all sales tax, transfer tax and other tax returns, if any, which the Developer is required by law to execute and deliver, either individually or together 37 with Mall II Buyer, to any Government Authority as a result of the sale of the Membership Interests;
(j) All records and files which are in the possession of the Developer relating to the operation and maintenance of the Phase II Mall, including without limitation, to the extent in the possession of Developer, current tax bills, current water, sewer, utility and fuel bills, payroll records, billing records for Tenants, Tenant files, repair and maintenance records and the like which affect or relate to the Phase II Mall, plans, drawings, blue prints and specifications for the Phase II Mall, certificates of occupancy and other licenses and permits and keys to the Phase II Mall; and
(k) any other instruments or documents to be executed and/or delivered by Developer pursuant to SCHEDULE "7" or other provisions of this Agreement.
Developer’s Deliveries. At Closing, or as otherwise provided herein, the Developer shall deliver the following:
(i) three (3) executed originals of the Contribution and Participation Agreement and any ancillary agreements described therein.
(ii) three (3) executed originals of a Development Agreement (“Development Agreement”).
(iii) three (3) executed originals of a Lease Agreement (“Lease”) for the areas in the Village of Greendale currently subject to the Sports Park Maintenance and Operations Services Agreement, but not subject to this Option Agreement.
(iv) a landfill license transfer agreement approved by WDNR.
(v) a modified landfill closure plan approved by WDNR.
(vi) an Oak Leaf Trail Public Use and Access Easement.
(vii) a Conservation Easement covering the primary environmental corridor as defined by SEWRPC, defined in Exhibit F.
Developer’s Deliveries. At the Closing, ▇▇▇▇▇▇▇▇▇ shall deliver the following to the Commission (collectively, "Developer Closing Documents"):
(i) the Purchase Price, subject to any credits or pro-rations provided for in this Agreement;
(ii) such disclosures and reports as are required by applicable state law in connection with the conveyance of real property, including, without limitation, a counterpart of the SDF and Memorandum of Repurchase Right; and
(iii) an executed Project Payment Obligation Agreement (as defined in Section 12.17);
(iv) delivery of any Governance Modifications that require the Developer's signature;
(v) the ARC Certificate; and
(vi) such other documents as may be required by the terms of this Agreement, or as may reasonably be necessary in order to consummate the transaction contemplated by this Agreement.
Developer’s Deliveries. On or before the Closing Date, subject to the terms and conditions of this Agreement, Developer shall execute, notarize, and deliver, or cause to be executed, notarized and delivered, as applicable, to Settlement Agent:
(a) the Exclusive Use Covenant Required by the Museum Act of 2013;
(b) the Ground Lease with respect to the Ground Lease Parcel and the Memorandum of Ground Lease in recordable form for recordation in the Land Records against the Ground Lease Parcel;
Developer’s Deliveries. On or before the Closing Date, the Trust and/or the Developers shall deliver to the Escrow Holder:
6.4.1 The Offer of Dedication substantially in the form attached as Exhibit G, executed and acknowledged by the Trust (the “Offer of Dedication”);
6.4.2 The Approved Plans and Specifications for the Elementary School, along with the “as-built” drawings and all licenses and permits for the Elementary School and an assignment of the warranties described in Section 3.8.4
Developer’s Deliveries. Developer shall deliver to County all required executed agreements, forms, bonds, insurance documents, other documents required under this Agreement, and other documents as County may request from time-to-time. Developer understands that its failure to comply with the delivery of any document within the time required is a material breach of this Agreement and that County may terminate this Agreement for cause, in its sole discretion, if Developer fails to comply with the document delivery requirement, including the timely delivery of any document.
