Common use of Property Conveyance Clause in Contracts

Property Conveyance. Subject to the terms and conditions of this Agreement, Seller agrees to convey the Property to City, and City agrees to acquire the Property from Seller. Furthermore, subject to the terms and conditions of this Agreement, City agrees to subsequently convey the Property to Purchaser at Closing, and Purchaser agrees to acquire the Property from the City. All conveyances shall be subject to a reverter of the Property to the Seller in the event the transaction is not fully consummated as contemplated herein for the Purchasers Anticipated Use (as defined below). As used in this Agreement, the term “Property” includes all of the following: a. The real property depicted on Exhibit A together with all of Seller’s right, title and interest, if any, in and to the following: (i) any existing infrastructure improvements, buildings and structures; (ii) all reversions, remainders, air rights, reversionary rights, easements, rights-of-way, appurtenances, licenses, tenements, and hereditaments; (iii) all minerals and mineral rights, including oil and gas, hard rock minerals and sand and gravel deposits (“Mineral Rights”); and (iv) all water and water rights, ▇▇▇▇▇ and well rights, ditches and ditch rights, reservoir and reservoir rights on, underlying or appurtenant to or associated with such real property, whether non-tributary, tributary, or not non-tributary, whether decreed or undecreed, and whether appropriated, conditional, appropriated, or unappropriated, together with all evidences of any such rights, including, without limitation, any well permits, and any stock in any applicable water or ditch companies (collectively “Water Rights”) appertaining to or otherwise benefiting or used in connection with such real property or the improvements; b. All right, title, and interest of Seller in and to all existing warranties, contracts (including service contracts), governmental permits, licenses, certificates, approvals, entitlements and authorizations related to the Property (collectively, “Contracts and Permits”); c. All right, title and interest of Seller in and to all reports, studies and materials that relate to the condition, development or developability of all or any portion of the Real Property which are in the possession or control of Seller, including, but not limited to, subdivision plats, governmental approvals, soils reports, marketing or other studies, surveys, development plans, cost estimates, layouts, grading plans, flood plain analyses, environmental assessments, aerial photographs, topographical maps, oil, gas, mineral or water studies, analyses, evaluations or exploration reports, engineering studies, and other plans and studies of any kind (collectively, the “Reports”); and d. Any and all other rights, privileges, and appurtenances owned by Seller and in any way related to, or used in connection with the operation and development of the Property to the extent that they are assignable (the “Intangible Property”).

Property Conveyance. Subject to the terms and conditions of this Agreement, Seller ▇▇▇▇▇▇ agrees to convey the Property to City, and City agrees to acquire the Property from Seller. Furthermore, subject to the terms and conditions of this Agreement, City agrees to subsequently convey the Property to Purchaser at Closing, and Purchaser ▇▇▇▇▇▇▇▇▇ agrees to acquire the Property from the City. All conveyances shall be subject to a reverter of the Property to the Seller in the event the transaction is not fully consummated as contemplated herein for the Purchasers Anticipated Use (as defined below). As used in this Agreement, the term “Property” includes all of the following: a. The real property depicted on Exhibit A together with all of Seller’s right, title and interest, if any, in and to the following: (i) any existing infrastructure improvements, buildings and structures; (ii) all reversions, remainders, air rights, reversionary rights, easements, rights-of-way, appurtenances, licenses, tenements, and hereditaments; (iii) all minerals and mineral rights, including oil and gas, hard rock minerals and sand and gravel deposits (“Mineral Rights”); and (iv) all water and water rights, ▇▇▇▇▇ and well rights, ditches and ditch rights, reservoir and reservoir rights on, underlying or appurtenant to or associated with such real property, whether non-tributary, tributary, or not non-tributary, whether decreed or undecreed, and whether appropriated, conditional, appropriated, or unappropriated, together with all evidences of any such rights, including, without limitation, any well permits, and any stock in any applicable water or ditch companies (collectively “Water Rights”) appertaining to or otherwise benefiting or used in connection with such real property or the improvements; b. All right, title, and interest of Seller in and to all existing warranties, contracts (including service contracts), governmental permits, licenses, certificates, approvals, entitlements and authorizations related to the Property (collectively, “Contracts and Permits”); c. All right, title and interest of Seller in and to all reports, studies and materials that relate to the condition, development or developability of all or any portion of the Real Property which are in the possession or control of Seller, including, but not limited to, subdivision plats, governmental approvals, soils reports, marketing or other studies, surveys, development plans, cost estimates, layouts, grading plans, flood plain analyses, environmental assessments, aerial photographs, topographical maps, oil, gas, mineral or water studies, analyses, evaluations or exploration reports, engineering studies, and other plans and studies of any kind (collectively, the “Reports”); and d. Any and all other rights, privileges, and appurtenances owned by Seller and in any way related to, or used in connection with the operation and development of the Property to the extent that they are assignable (the “Intangible Property”).