Common use of DOCUMENTS FOR CLOSING Clause in Contracts

DOCUMENTS FOR CLOSING. At Closing, CPA:14 shall deposit in escrow with First American Title Insurance Company (the “Escrow Agent”), the following executed documents (the “Transfer Documents”): (1) Instruments transferring and conveying to Buyer (or REIT II) the memberships, shareholders and/or partnership interest of CPA:14 in the applicable Subsidiary wholly owned directly by CPA:14, which subsidiary owns directly or indirectly an interest in the Owning Entity which own the respective Properties (“Transfer Documents”). (2) A resolution from the Board of directors of CPA:14 authorizing the sale of the Interests; and (3) A certificate from CPA:14 and each applicable Subsidiary and Owning Entity certifying that it is not a “foreign person” or “foreign corporation” within the meaning of Section 1445(f) of the Internal Revenue Code of 1986, as amended; and (4) Such other documents as Buyer or the Title Company shall reasonably request to evidence or facilitate the sale and transfer of the Interests. At Closing, Buyer shall deposit in escrow with the Escrow Agent, the following executed documents: (1) Counterparts of the Transfer Documents, including the acceptance of the Interests and assumptions of all terms, liabilities and obligations thereunder arising and accruing after the Closing; (2) A resolution from the Board of Directors of Buyer [and REIT II, to the extent REIT II acquires any Interest] authorizing the purchase of the Interests; and (3) Such other documents as CPA:14 or the Title Company shall reasonably request to evidence or facilitate the purchase of the Interests.

Appears in 2 contracts

Sources: Sale and Purchase Agreement (Carey W P & Co LLC), Sale and Purchase Agreement (Corporate Property Associates 14 Inc)

DOCUMENTS FOR CLOSING. At Closing, CPA:14 shall deposit in escrow with First American Title Insurance Company (the “Escrow Agent”), the following executed documents (the “Transfer Documents”): (1) Instruments transferring and conveying to Buyer (or REIT IIthe applicable SPV Purchaser or SPV Purchasers) the memberships, shareholders and/or partnership interest of CPA:14 in, as applicable, the Owning Entity or in the applicable Subsidiary wholly owned directly by CPA:14, which subsidiary Subsidiary owns directly or indirectly an interest in the Owning Entity which own the respective Properties (“Transfer Documents”). (2) A resolution from the Board of directors of CPA:14 authorizing the sale of the Interests; and. (3) A certificate from CPA:14 and each applicable Subsidiary and Owning Entity certifying that it is not a “foreign person” or “foreign corporation” within the meaning of Section 1445(f) of the Internal Revenue Code of 1986, as amended; and (4) Such other documents as Buyer or the Title Company shall reasonably request to evidence or facilitate the sale and transfer of the Interests. At On or prior to Closing, Buyer shall deposit deposit, or cause to be deposited, in escrow with the Escrow Agent, the following executed documents: (1) Counterparts of the Transfer Documents, including the acceptance of the Interests and assumptions of all terms, liabilities and obligations thereunder by Buyer and/or the applicable SPV Purchaser or SPV Purchasers arising and accruing after the Closing; (2) A resolution from the Board of Directors of Buyer [and REIT II, to the extent REIT II acquires any Interest] applicable SPV Purchaser or SPV Purchasers authorizing the purchase of the Interests; and (3) Such other documents as CPA:14 or the Title Company shall reasonably request to evidence or facilitate the purchase of the Interests.

Appears in 1 contract

Sources: Agreement for Sale and Purchase (Corporate Property Associates 14 Inc)