Manner of Conveyance Clause Samples

Manner of Conveyance. Limited Warranty; Nonrecourse; Etc ....................................12 3.4 Puts of Assets to the Receiver ..........................12 3.5 Assets Not Purchased by Assuming Bank. ..................15 3.6 Assets Essential to Receiver ............................16

Manner of Conveyance. At the closing of the purchase or other conveyance of all of the Trustee’s leasehold interest in the Leased Property pursuant to Section

Manner of Conveyance. At the closing of any purchase or other conveyance of the 2023 Leased Property pursuant to Sections 11.4, 12.1 and 12.3 hereof, the Corporation and the Trustee shall execute and deliver to the District all necessary documents assigning, transferring and conveying good and marketable title to the applicable 2023 Leased Property, as it then exists, to the District, subject to the following: (i) Permitted Encumbrances, other than this Lease and the Indenture; (ii) all liens, encumbrances and restrictions created or suffered to exist by the Corporation or the Trustee as required or permitted by this Lease or the Indenture or arising as a result of any action taken or omitted to be taken by the Corporation or the Trustee as required or permitted by this Lease or the Indenture; (iii) any lien or encumbrance created or suffered to exist by action of the District; and (iv) those liens and encumbrances (if any) to which title to the applicable 2023 Leased Property was subject when acquired by the Corporation.

Manner of Conveyance. At the closing of the purchase or other conveyance of all of the Trustee’s leasehold interest in the Leased Property pursuant to Section 13.2 of this Lease, the Trustee shall release and terminate the Site Lease, this Lease and the Indenture and execute and deliver to the City any necessary documents releasing, assigning, transferring and conveying the Trustee’s leasehold interests in the Leased Property, as they then exist, subject only to the following: (a) Permitted Encumbrances, other than the Site Lease, this Lease and the Indenture; (b) all liens, encumbrances and restrictions created or suffered to exist by the Trustee as required or permitted by the Site Lease, this Lease or the Indenture or arising as a result of any action taken or omitted to be taken by the Trustee as required or permitted by the Site Lease, this Lease or the Indenture; (c) any lien or encumbrance created or suffered to exist by action of the City; and those liens and encumbrances (if any) to which title to the Leased Property was subject when leased to the Trustee.

Manner of Conveyance. At the closing of any purchase or other conveyance of the Project pursuant to paragraph (ff) of this IP Agreement, the Corporation and the Trustee shall execute and deliver to the State, or an assignee of the State, at the expense of the State or such assignee of the State, all necessary documents assigning, transferring and conveying good and marketable title to the Project as the Project then exists, subject to the following: (i) any Financial Statements, indicating the Corporation as the debtor and the Trustee as secured party, filed to perfect any security interests granted under the Indenture; (ii) Permitted Encumbrances; and (iii) any lien or encumbrance created by action of the State.

Manner of Conveyance. The sale and purchase of the Purchased Assets shall be consummated at the Closing by good and sufficient bills of sale and by individual assignments, as necessary, in form and substance satisfactory to Buyer, in each case, with such other appropriate instruments of title, consents of third parties, estoppel certificates and other instruments and documents as Buyer shall reasonably request. At the Closing, Seller shall transfer to Buyer good and marketable title to each of the Purchased Assets, free and clear of all liens, claims, mortgages, charges, commission arrangements, title retention agreements, covenants, restrictions, options, purchase agreements, security agreements, security interests, encumbrances and adverse interests of any kind or nature whatsoever, other than those contained in the schedules hereto or disclosed to Buyer in writing and approved by Buyer in writing (each, an "Adverse Interest"). At any time and from time to time after the Closing Date, the parties shall duly execute, acknowledge and deliver all such further assignments, conveyances, instruments and documents, and will take such other action consistent with the terms of this Agreement, in each case, as may be reasonably necessary to assign, transfer and convey to Buyer good and marketable title to any and all of the Purchased Assets, free and clear of all Adverse Interests, to carry out the transactions contemplated by this Agreement, and to comply with the terms hereof.

Manner of Conveyance. In the event the Option Notice or Put -------------------- Notice is given, title to the subject property shall be conveyed by Lessor to Lessee at Closing by statutory warranty deed (the "Deed"), and ▇▇▇▇ of Sale, with no warranties, express or implied except as to title and those specifically made by Lessor to Lessee contained in this Lease, free and clear of all liens, encumbrances and defects ("Exceptions"), other than the Permitted Exceptions.

Manner of Conveyance. Limited Warranty; Nonrecourse; Etc. ................................................... 14 3.4 Puts of Assets to the Receiver ................................. 14 3.5

Manner of Conveyance. Seller shall convey the title to the Property to City by a general (statutory) warranty deed, subject only to: (a) the current year’s taxes and taxes for subsequent years, unless the Closing takes place in November or December, in which case the exception for taxes shall be for the year following the Closing and subsequent years; and (b) the Permitted Exceptions.