Common use of Jointly Executed Documents Clause in Contracts

Jointly Executed Documents. Each Seller and Purchaser shall, on the Closing Date, each execute, acknowledge (as appropriate) and exchange the following documents: (i) the returns required under the Transfer Tax Laws, if any, and any other tax laws applicable to the transactions contemplated herein; (ii) an Assignment and Assumption of Leases and Contracts in the form of Exhibit 18(c)(ii) hereof; (iii) a General Assignment and Assumption Agreement in the form of Exhibit 18(c)(iii); (iv) [INTENTIONALLY DELETED]; (v) the Loan Assignment and Assumption Document, together with any other documents required by Lender to effectuate the assignment and assumption of the Existing Financing, including all of Sellers' right, title and interest in any cash escrows held by Lender under the Loan Documents; (vi) the Assignment and Assumption of the Ground Lease in the form of Exhibit 18(c)(vi); (vii) any other affidavit, document or instrument required to be delivered by Sellers or Purchaser or reasonably requested by the Title Company, pursuant to the terms of this Agreement or applicable law in order to effectuate the transfer of beneficial ownership to each of the Property, together with the legal ownership of each Property; (viii) letters to all tenants under all of the Leases at such Seller's Property in the form of Exhibit 18(c)(viii), it being acknowledged and agreed that Purchaser shall be responsible for delivery of same to tenants; (ix) an Assignment and Assumption of the TIF Agreement in the form of Exhibit 18(c)(ix); (x) an Assignment and Assumption of the Westbrook II Contract in the form of Exhibit 18(c)(x) hereof; and (x▇) ▇ ▇▇▇▇ing statement consistent with the terms of this Agreement.

Jointly Executed Documents. Each Seller and Purchaser shall, on the Closing Date, each execute (or cause their applicable affiliates to execute), acknowledge (as appropriate) and exchange the following documents: (i) an omnibus assignment and assumption agreement with respect to the returns required under Contracts, the Transfer Tax LawsLeases, if anythe Licenses, the Operator Licenses, the Intangible Property, the Residency Agreements, and any other tax laws applicable to the transactions contemplated hereinbooks and records which are not considered Excluded Assets in the form of Exhibit F; (ii) an Assignment a closing statement acceptable to both Seller and Assumption of Leases and Contracts in the form of Exhibit 18(c)(ii) hereofPurchaser; (iii) a General Assignment Bridging Documents with respect to each Property, if and Assumption Agreement in to the form of Exhibit 18(c)(iii)extent the Licensure Approvals have not been obtained; (iv) [INTENTIONALLY DELETED]; (v) the Loan Assignment and Assumption Document, together with any other affidavits, consents, approvals, authority documents, resolutions and other documents required by Lender to effectuate the assignment and assumption of the Existing Financing, including all of Sellers' right, title and interest in any cash escrows held by Lender under the Loan Documents; (vi) the Assignment and Assumption of the Ground Lease in the form of Exhibit 18(c)(vi); (vii) any other affidavit, document or instrument instruments required to be delivered by Sellers Seller or Purchaser or reasonably requested by the Title CompanyCompany (so long as such request does not add additional warranties or covenants to Seller), pursuant to the terms of this Agreement or applicable law Law in order to effectuate the transfer of beneficial ownership title to each of the PropertyProperties to Purchaser; (v) Such applicable sales tax or real property transfer tax forms or declarations or similar forms, together duly executed by Seller and/or Purchaser, as required by applicable Legal Requirements; (vi) Such disclosures, forms, returns and reports as are required by applicable state and local law in connection with the legal ownership conveyance of each Propertyreal property as determined by Seller and Purchaser in good faith; (vii) an assignment and assumption agreement, in the form attached hereto as Exhibit H, pursuant to which Millbrook Sublessor shall assign all of its right, title and interest in the Millbrook Sublease to WELL Trevi Tenant; (viii) letters to all tenants under all of the Leases at such Seller's Property an assignment and assumption agreement, in the form attached hereto as Exhibit H, pursuant to which RiverVue Sublessor shall assign all of Exhibit 18(c)(viii)its right, it being acknowledged title and agreed that Purchaser shall be responsible for delivery of same interest in the RiverVue Sublease to tenantsWELL Trevi Tenant LLC; (ix) an Assignment and Assumption of the TIF Agreement Lease Documents, in the form attached hereto as Exhibit G, relating to the Lake Pointe ▇▇▇▇▇ Lease and related Lease Documents, including (A) that certain Pledge Agreement dated as of Exhibit 18(c)(ixFebruary 1, 2019 by and between Watermark Lake Pointe ▇▇▇▇▇, LLC, a Delaware limited liability company (successor-in-interest to Fountains Lake Pointe ▇▇▇▇▇ Owner NT-HCI, LLC); , as landlord thereunder, and ▇▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, collectively, as pledgor thereunder, and (xB) an Assignment that certain Amended and Assumption Restated Pledge Agreement dated as of the Westbrook II Contract February 1, 2019 by and between Watermark Lake Pointe ▇▇▇▇▇, LLC, a Delaware limited liability company (successor-in-interest to Fountains Lake Pointe ▇▇▇▇▇ Owner NT-HCI, LLC), as landlord thereunder, and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, collectively, as pledgor thereunder, together with authorization in the form favor of Exhibit 18(c)(x) hereofPurchaser to file any related UCC-3 assignments of financing statements; and (x) Assignment and Assumption of Lease Documents, in the form attached hereto as Exhibit G, relating to the Boca Ciega Bay Lease and related Lease Documents, including (A) that certain Pledge Agreement dated as of February 1, 2019 by and between Watermark Boca Ciega Bay, LLC, a Delaware limited liability company, as landlord thereunder, and ▇) ▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇ing statement consistent ▇▇ ▇▇▇▇▇, collectively, as pledgor thereunder, and (B) that certain Amended and Restated Pledge Agreement dated as of February 1, 2019 by and between Watermark Boca Ciega Bay, LLC, a Delaware limited liability company, as landlord thereunder, and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, collectively, as pledgor thereunder, together with the terms authorization in favor of this AgreementPurchaser to file any related UCC-3 assignments of financing statements.

Jointly Executed Documents. Each Seller and Purchaser shall, on the Closing Date, each execute (or cause their applicable Affiliates to execute), acknowledge (as appropriate) and exchange the following documents: (i) with respect to each of the returns required under Properties Co Interests and the Transfer Tax LawsFC Ranger Interests, if anyan assignment and assumption agreement, and any other tax laws applicable to assigning such Interests, in the transactions contemplated hereinform of Exhibit K; (ii) with respect to each Master Landlord, an Assignment assignment and Assumption of Leases and Contracts assumption agreement, assigning such Master Landlord’s interest in its applicable Operating Lease, in the form of Exhibit 18(c)(ii) hereofL; (iii) a General Assignment with respect to each Master Landlord, an assignment and Assumption Agreement assumption agreement, assigning such Master Landlord’s interest in its applicable Internal Operating Lease, in the form of Exhibit 18(c)(iii)M; (iv) [INTENTIONALLY DELETED]with respect to each Non-Ranger Property Owner, an assignment and assumption agreement, assigning such Non-Ranger Property Owner’s interest in its applicable Internal Operating Lease, in the form of Exhibit N; (v) the Loan Assignment and Assumption Documentwith respect to each Non-Ranger Property, together with any other documents required by Lender to effectuate the an omnibus assignment and assumption agreement in the form of the Existing Financing, including all of Sellers' right, title and interest in any cash escrows held by Lender under the Loan DocumentsExhibit O; (vi) any and all documents required to be executed and/or delivered in connection with obtaining the Assignment and Assumption of Existing Lender Consent, including, without limitation, the Ground Lease in actual Existing Lender Consent, to the form of Exhibit 18(c)(vi)extent not previously delivered; (vii) a duly executed JV Agreement in the form attached hereto as Exhibit A; (viii) the Closing Statement; and (ix) any other affidavitaffidavits, document consents, approvals, authority documents, resolutions and other documents or instrument instruments required to be delivered by Sellers Seller or Purchaser or reasonably requested by the Title CompanyCompany (so long as such request does not add additional warranties or covenants to Seller), pursuant to the terms of this Agreement or applicable law in order to effectuate the transfer of beneficial ownership title to each the Properties and the Interests to Purchaser (or a subsidiary of the Property, together with the legal ownership of each Property; (viii) letters to all tenants under all of the Leases at such Seller's Property in the form of Exhibit 18(c)(viiiNew Joint Venture), it being acknowledged and agreed that Purchaser shall be responsible for delivery of same to tenants; (ix) an Assignment and Assumption of the TIF Agreement in the form of Exhibit 18(c)(ix); (x) an Assignment and Assumption of the Westbrook II Contract in the form of Exhibit 18(c)(x) hereof; and (x▇) ▇ ▇▇▇▇ing statement consistent with the terms of this Agreement.