Provisions with Respect to Settlement Sample Clauses

Provisions with Respect to Settlement. At Settlement, the parties shall deliver, or cause to be delivered, each of the following:
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Provisions with Respect to Settlement. At settlement: (a) Seller shall deliver to Buyer a Special Warranty Deed for the Property, duly executed and acknowledged and in proper form for recording, so as to convey good and marketable and insurable title to the Property subject only to the terms set forth in Section 4 hereof. In addition, if requested by Buyer, Seller will provide Buyer with a ▇▇▇▇ of Sale, duly executed and acknowledged, for any of the Seller’s personal property located on the Property (including personal property attached to the real property which by state law is still considered personal property). (b) Buyer shall deliver to Seller the purchase price as described in Subsection 2 hereof. (c) All realty transfer taxes, if any, shall be paid in equal shares by Buyer and Seller. Costs of recording (other than for the recording of any release or satisfaction of mortgage) and notary fees shall be borne by Buyer. (d) Real estate taxes, water and sewer rents and any other lienable municipal services shall be equitably pro-rated as of the settlement date based on the fiscal year of the levying authority. (e) Seller shall deliver to Buyer the original or a true and correct copy of Seller’s Use and Occupancy Permit, if in Seller’s possession, and copies of all other licenses, permits, authorizations and approvals in Seller’s possession. (f) Seller shall deliver to Buyer an assignment of all transferable licenses, permits, certificates and approvals existing in connection with the Property and in Seller’s possession, if any, and only to the extent assignable, provided that the actual and reasonable cost of such transfer or assignment shall be borne by Buyer. (g) Seller shall deliver an assignment to Buyer of any remaining warranties or guaranties, in Seller’s possession, of any general contractors, subcontractors, materialmen and equipment suppliers performing any work on, or supplying any material to, the Property, together with the original, executed copies of any such warranties and guaranties, to the extent assignable and provided that the actual and reasonable cost of such transfer or assignment shall be borne by Buyer. (h) Seller shall deliver to Buyer the original of (or a copy of, if the original is unavailable) and an assignment of all rights and interest of Seller in and to the Tangible Personal Property and all contracts, agreements, building plans, blueprints, surveys and any other documents, of whatever nature, in any way relating to the occupancy or operation of the Property,...
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Provisions with Respect to Settlement. At Settlement, Seller shall deliver, or cause to be delivered, to Purchaser, at Seller's sole cost and expense, each of the following:
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Provisions with Respect to Settlement. (A) On the date of the Settlement, and provided that all conditions precedent to Brookdale's obligations under this Agreement are satisfied, Brookdale shall deliver to the Title Company, as escrowee, the amount of the Purchase Price under the ▇▇▇▇▇▇▇ Agreement, the PUD Cost Reimbursement, and the other sums payable under Section (5)(B) of this Agreement by wire transfer or other immediately available funds. (B) On the date of Settlement, the Title Company shall disburse the Purchase Price to the LeDonnes, refund the ▇▇▇▇▇▇▇ Money to Brookdale and pay the PUD Cost Reimbursement and the other sums payable under Section (5)(B) of this Agreement to NDEA.
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Provisions with Respect to Settlement. (a) At Settlement, the Owner shall deliver to the Bank or the Bank’s nominee or assignee (i) a special warranty deed to the Premises, duly executed and acknowledged by the Owner and in proper form for recording, (ii) actual sole and exclusive physical possession of the Premises, (iii) assignments of any and all permits, licenses or agreements pertaining to the Premises, (iv) all certificates, licenses, warranties, surveys, plans, building and engineering plans and specifications, engineering reports and studies, environmental reports and studies, and other documents and records, whether tangible or intangible, pertaining to the Premises; (v) such additional affidavits, certificates of value and other documents as the title company may require to complete settlement and insure the Bank’s title as contemplated hereunder, and (vi) all keys to the buildings, improvements, equipment, facilities and other locks on the Premises. (b) At Settlement, Bank (or its nominee or assignee) shall deliver the purchase price as specified in the Owner Notice. (c) The respective obligations to deliver the deed and purchase price on the date of Settlement in accordance with this Agreement are of the essence of the parties’ respective obligations under this Agreement.
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Related to Provisions with Respect to Settlement

  • REPRESENTATIONS WITH RESPECT TO RULE 17F 5. The Foreign Custody Manager represents to the Fund that it is a U.S. Bank as defined in section (a)(7) of Rule 17f-5. The Fund represents to the Custodian that the Board has determined that it is reasonable for the Board to rely on the Custodian to perform the responsibilities delegated pursuant to this Agreement to the Custodian as the Foreign Custody Manager of the Portfolios.

  • Representations with Respect to Rule 17f-5 The Foreign Custody Manager represents to each Fund that it is a U.S. Bank as defined in section (a)(7) of Rule 17f-5. Each Fund represents to the Custodian that its Board has determined that it is reasonable for such Board to rely on the Custodian to perform the responsibilities delegated pursuant to this Agreement to the Custodian as the Foreign Custody Manager of the Portfolios.

  • Obligations With Respect to Capital Stock Except as set forth in Section 3.2 or Part 3.3 of the Parent Disclosure Letter, there are no equity securities, partnership interests or similar ownership interests of any class of Parent equity security, or any securities exchangeable or convertible into or exercisable for such equity securities, partnership interests or similar ownership interests, issued, reserved for issuance or outstanding. All stock and rights to purchase stock of any subsidiary of Parent are owned free and clear of all Encumbrances. Except as set forth in Section 3.2 or Part 3.2 or Part 3.3 of the Parent Disclosure Letter, there are no subscriptions, options, warrants, equity securities, partnership interests or similar ownership interests, calls, rights (including preemptive rights), commitments or agreements of any character to which Parent or any of its subsidiaries is a party or by which it is bound obligating Parent or any of its subsidiaries to issue, deliver or sell, or cause to be issued, delivered or sold, or repurchase, redeem or otherwise acquire, or cause the repurchase, redemption or acquisition of, any shares of capital stock, partnership interests or similar ownership interests of Parent or any of its subsidiaries or obligating Parent or any of its subsidiaries to grant, extend, accelerate the vesting of or enter into any such subscription, option, warrant, equity security, call, right, commitment or agreement. There are no registration rights, and there is no shareholder agreement, investor agreement, voting trust, proxy, rights agreement, "poison pill" anti-takeover plan or other agreement or understanding to which Parent is a party or by which it is bound with respect to any equity security of any class of Parent or with respect to any equity security, partnership interest or similar ownership interest of any class of any of its subsidiaries.

  • Obligations with Respect to Transfers and Exchanges of Notes (1) To permit registrations of transfers and exchanges, the Company shall execute and the Trustee shall authenticate Certificated Notes and Global Notes at the Registrar’s request. (2) No service charge shall be made for any registration of transfer or exchange, but the Company may require payment of a sum sufficient to cover any transfer tax, assessments, or similar governmental charge payable in connection therewith. (3) The Registrar shall not be required to register the transfer of or exchange of (a) any Note selected for redemption in whole or in part pursuant to Article 3, except the unredeemed portion of any Note being redeemed in part, or (b) any Note for a period beginning 15 Business Days before the mailing of a notice of an offer to repurchase or redeem Notes or 15 Business Days before an Interest Payment Date (whether or not an Interest Payment Date or other date determined for the payment of interest), and ending on such mailing date or Interest Payment Date, as the case may be. (4) Prior to the due presentation for registration of transfer of any Note, the Company, the Trustee, the Paying Agent or the Registrar may deem and treat the person in whose name a Note is registered as the absolute owner of such Note for the purpose of receiving payment of principal of and interest on such Note and for all other purposes whatsoever, whether or not such Note is overdue, and none of the Company, the Trustee, the Paying Agent or the Registrar shall be affected by notice to the contrary. (5) All Notes issued upon any transfer or exchange pursuant to the terms of this Indenture shall evidence the same debt and shall be entitled to the same benefits under this Indenture as the Notes surrendered upon such transfer or exchange.

  • Obligations with Respect to Loan Parties The obligations of the Borrower to direct or prohibit the taking of certain actions by the other Loan Parties as specified herein shall be absolute and not subject to any defense the Borrower may have that the Borrower does not control such Loan Parties.