EDA’s Documents Sample Clauses

The "EDA’s Documents" clause defines the rights and responsibilities regarding documents and materials prepared or provided by the Economic Development Agency (EDA) in connection with an agreement or project. Typically, this clause outlines what constitutes EDA documents, who may access them, and any restrictions on their use or disclosure. For example, it may specify that reports, plans, or correspondence generated by the EDA must be returned or destroyed at the end of a project, or that such documents remain the property of the EDA. The core function of this clause is to clarify ownership, control, and permitted use of EDA-related documents, thereby protecting sensitive information and ensuring proper handling of official materials.
EDA’s Documents. At the Option Closing, the EDA shall execute, where appropriate, and deliver all of the following “EDA’s Documents”: (a) The Deed, in substantially the form as Exhibit C attached hereto, properly executed on behalf of the EDA conveying the Development Property to the Developer, together with any other documents reasonably required to be delivered by the EDA. (b) Abstracts of title, if any, in the EDA’s possession to any portion of the Development Property which is abstract property, and any owner’s duplicate certificate of title to any portion thereof which is registered property. The EDA has no obligation to have any abstracts updated. (c) An affidavit of EDA regarding liens, judgments, tax liens, bankruptcies, parties in possession, survey and mechanics’ or materialmen’s liens and other matters affecting title to the Development Property and/or as may be reasonably required by Title Company to delete the so-called “standard exceptions” from the title insurance policy. (d) A transferor’s certification stating that EDA is not a “foreign person”, “foreign partnership”, “foreign trust” or “foreign estate” as those terms are defined in Section 1445 of the Internal Revenue Code, and containing such additional information as may be required thereunder. (e) A settlement statement consistent with this Agreement. (f) Such other documents as shall be required to carry out the intent of this Agreement.
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Related to EDA’s Documents

  • Seller's Documents At the Closing, Sellers shall deliver or cause to be delivered to Buyer the following: (a) Resignation of all directors and officers of the Company effective on the Closing Date; (b) A certificate of the Company, dated the Closing Date, in the form described in Section 8.01(c); (c) Governmental certificates showing that the Company: (i) is duly incorporated and in good standing in the state of its incorporation; and (ii) has filed all returns, paid all taxes due thereon and is currently subject to no assessment and is in good standing as a foreign corporation in each state where such qualification is necessary, each certified as of a date not more than thirty (30) days before the Closing Date; (d) Such certificates, stock powers (executed in blank with signatures guaranteed), assignments, documents of title and other instruments of conveyance, assignment and transfer (including without limitation any necessary consents to conveyance, assignment or transfer), and lien releases, if any, all in form satisfactory to Buyer and Buyer's counsel, as shall be effective to vest in Buyer title in and to the Company Stock, free, clear and unencumbered in accordance with the terms of this Agreement. (e) The Indemnification Escrow Agreement; (f) The Consulting and Non-Competition Agreement signed by Jame▇ ▇. ▇▇▇▇ ▇▇▇erred to in Section 14.14; (g) A written opinion of Wils▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ & ▇osa▇▇, ▇▇unsel for the Sellers in the form of Exhibit C, dated as of the Closing Date; (h) A written opinion of the Company's FCC counsel in form and substance reasonably satisfactory to Buyer covering the matters set forth on Exhibit D, dated as of the Closing Date; (i) Updating title insurance endorsements on all title insurance policies on the Real Property held by the Company in form and substance reasonably satisfactory to Buyer; and (j) Such additional information, materials, agreements, documents and instruments as Buyer, its counsel, or its senior lender may reasonably request in order to consummate the Closing.

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