Real Property Deliverables Clause Samples

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Real Property Deliverables. (a) The Company shall have delivered a customary sellers' affidavit and gap indemnity in the form required by Chicago Title Insurance Company ("Chicago Title") in order to permit Chicago Title to issue to the Company, at Closing, an owner's policy of title insurance based on Chicago Title's ALTA Commitment No. 13704.4/12866.TBA with an effective date of January 30, 2003 pertaining to the Owned Real Property (the "Chicago Title Commitment") previously received by Purchaser and the Company, upon payment of the premium therefor and satisfaction of the requirements applicable to the Purchaser set forth in Schedule B-Section 1 to the Chicago Title Commitment, which policy is to be issued without exceptions as to matters arising in the "gap," mechanic's or materialman's liens, Third Parties in possession, rights or claims of real estate brokers and is to include the following endorsements thereto: separate tax parcel; access; comprehensive; contiguity (to the extent applicable); creditor's rights; survey and same-as survey (provided Purchaser has obtained a land title survey of the Owned Real Property certified to Purchaser, the Company and Chicago Title that satisfies the 1999 Minimum Detail Requirements for ALTA/ACSM Land Title Surveys, including optional items 1, 2, 3, 4, 6, 7(a), 8, 9, 10, 11, 13, 14, 15 & 16 of Table A thereto (an "ALTA As-Built Survey") and delivered such ALTA As-Built Survey in accordance with and within the period of time required by Section 6.13(b) of this Agreement); non-imputation; zoning (with parking); and waiver of arbitration (the "Requested Endorsements"). Further, the Company shall have delivered all documents and information necessary to satisfy all requirements of Chicago Title Insurance Company listed on Schedule B-Section 1 to the Chicago Title Commitment except those which are applicable to the Purchaser, which shall be the Purchaser's responsibility to satisfy. (b) The Company shall have delivered to Purchaser an estoppel, signed by an authorized representative of any master association or review board having jurisdiction over the Owned Real Property addressed to Purchaser certifying that the Owned Real Property is in compliance therewith, that all assessments have been paid in full, the date through which such assessments have been paid, the amount and frequency of payment of such assessments and such other factual matters as may be reasonably requested by Purchaser. (c) The Company and the SCT Sellers shall deliver to Pu...
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Real Property Deliverables. Within two hundred and ten (210) days (or such longer period as may reasonably be acceptable to the Collateral Agent) after the Amendment No. 4 Effective Date, unless waived or extended by the Collateral Agent in its reasonable discretion, the Collateral Agent shall have received either the items listed in paragraph (a) or the items listed in paragraph (b) as follows: (a) an opinion or email confirmation from local counsel in each jurisdiction where a Mortgaged Property is located, in form and substance reasonably satisfactory to the Collateral Agent, to the effect that: (i) the recording of the existing Mortgage is the only filing or recording necessary to give constructive notice to third parties of the lien created by such Mortgage as security for the Obligations (as defined in the Mortgage), including the Obligations evidenced by the Amended Credit Agreement; and (ii) no amendment or other documents is necessary or appropriate under applicable law in order to maintain the continued enforceability, validity or priority of the lien created by such Mortgage as security for the Obligations, including the Obligations evidenced by the Amended Credit Agreement; or (b) with respect to the existing Mortgages, the following, in each case in form and substance reasonably acceptable to the Collateral Agent: (i) with respect to each Mortgage encumbering a Mortgaged Property, an amendment thereto (each, a “Mortgage Amendment”) duly executed and acknowledged by the applicable Loan Party, and in form for recording in the recording office where each Mortgage was recorded, together with such certificates, affidavits, questionnaires or returns as shall be required in connection with the recording or filing thereof under applicable law, in each case in form and substance reasonably satisfactory to the Collateral Agent; (ii) with respect to each Mortgage Amendment, legal opinions, each of which shall be addressed to Collateral Agent, dated the effective date of such Mortgage Amendment and covering such matters as the Collateral Agent shall reasonably request in a manner customary for transactions of this type, including, without limitation, the enforceability of such Mortgage Amendment and the due authorization, execution and delivery of such Mortgage Amendment; and (iii) with respect to each Mortgage Amendment, a date down endorsement, modification or other endorsement available to the extent available in the jurisdiction in which the Mortgaged Property is located, which ...
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Real Property Deliverables. With respect to each Existing Owned Real Property, each of the Real Property Deliverables shall have been executed and delivered by the applicable Loan Party.
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Real Property Deliverables. 47 6.13 Title to Owned Real Property..........................................................48 6.14
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Real Property Deliverables. The Company shall deliver to the Collateral Agent either:
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Real Property Deliverables. The Company shall deliver to the Collateral Agent on or prior to the Closing Date, with respect to each parcel of real property owned by the Company or the Guarantor that is included in the Notes Collateral, each of the following, in form and substance reasonably satisfactory to the Representative: i. a fully executed Mortgage Amendment relating to each mortgage delivered in connection with the Existing Securities in form suitable for filing or recording and evidence that a counterpart of such Mortgage Amendment has been submitted for recording in all filing or recording offices that the Representative may reasonably deem necessary or desirable and that all filing, documentary, stamp, intangible and recording taxes and fees have been paid; ii. a fully paid policy or policies of title insurance relating to such mortgaged real property issued by a nationally-recognized title insurance company and in an amount reasonably satisfactory to the Representative, insuring the lien of such Mortgage (as amended) to be a valid first lien on the mortgaged real property described therein, free and clear of all liens other than liens permitted pursuant to the Indenture, together with coinsurance, reinsurance and such endorsements as are reasonably satisfactory to the Representative; and iii. an opinion of counsel, in the state in which such parcel of real property is located, from counsel reasonably satisfactory to the Representative with respect to such matters as the Representative may require, substantially in the forms attached hereto as Exhibits C-1, C-2, C-3 and C-4. The Company and the Guarantor will furnish the Purchasers with such conformed copies of such opinions, certificates, letters and documents as the Representative reasonably request.
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Real Property Deliverables. Prior to the Closing, RARE shall provide copies to Purchaser of all certificates of occupancy and material Permits relating to the Real Property that are in the possession and control of the Sellers and Transferred Subsidiaries.
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Real Property Deliverables. During the Interim Period, with respect to each Real Property Lease that does not constitute an Affiliate Agreement, the Seller Parties shall use commercially reasonable efforts to obtain and deliver to Purchaser, at or prior to the Closing, (a) tenant and landlord estoppels in reasonable and customary forms mutually agreed upon between Purchaser, the Seller Parties and the applicable landlord, executed by the applicable Seller Party and the applicable landlord and (b) a lease subordination, non-disturbance and attornment agreement, in a reasonable and customary form mutually agreed upon between Purchaser, the Seller Parties and the applicable landlord and lender, executed by the applicable Seller Party, the applicable landlord and the applicable lender.
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Real Property Deliverables. The Company shall deliver to the Collateral Agent on or prior to the 120th day following the Closing Date (the “Mortgage Delivery Date”), with respect to each parcel of real property owned by the Company or any Guarantor that is included in the Notes Collateral, each of the following, in form and substance satisfactory to the Representatives: i. a fully executed Mortgage on such parcel of real property in form suitable for filing or recording and evidence that a counterpart of such Mortgage has been submitted for recording in all filing or recording offices that the Representatives may reasonably deem necessary or desirable and that all filing, documentary, stamp, intangible and recording taxes and fees have been paid; ii. a fully paid policy or policies of title insurance relating to such mortgaged real property issued by a nationally-recognized title insurance company and in an amount reasonably satisfactory to the Representatives, insuring the lien of such Mortgage to be a valid first lien on the mortgaged real property described therein, free and clear of all liens other than liens permitted pursuant to the Indenture, together with coinsurance, reinsurance and such endorsements as are reasonably satisfactory to the Representatives; iii. a survey of such real property certified to the Company, the Collateral Agent and the title insurance company, meeting minimum standard detail requirements for ALTA/ACSM Land Title Surveys and dated (or redated) not earlier than three months prior to the date of delivery thereof by a land surveyor duly registered and licensed in the state in which such real property is located; iv. an opinion of counsel in the state in which such parcel of real property is located from counsel reasonably satisfactory to the Representatives with respect to the enforceability, perfection, due authorization, execution and delivery of the applicable Mortgage and any related fixture filings; v. evidence of insurance required to be maintained pursuant to the Mortgages and the Indenture; and vi. flood hazard determination certificates and, if required, notices to the record owner of any improvements in a special flood hazard area, together with evidence of acceptable flood insurance coverage.
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Related to Real Property Deliverables

  • Real Property; Personal Property (a) On the Disaffiliation Date, Local Church will have full title and ownership of the Real Property and Personal Property. The parties shall ensure all necessary transfers or other transactions relating to the above properties are completed on or prior to the Disaffiliation Date. Any costs resulting from such transfers or other transactions shall be borne by Local Church. Annual Conference shall fully cooperate with Local Church, as needed and applicable, to ensure that such transfers and other transactions convey all of Annual Conference’s interest – both for itself and on behalf of The United Methodist Church – in the Real Property and Personal Property, both tangible and intangible, of Local Church. (b) At Closing, the Annual Conference shall deliver to the Local Church: (i) the Deed(s) quitclaiming and releasing all interest of the Annual Conference in the Real Property to the Local Church; (ii) the Bill of Sale conveying all the interest of the Annual Conference in the Personal Property to the Local Church; and, (iii) a FIRPTA certificate.

  • Real Property; Leasehold (a) Neither the Company nor any of its Subsidiaries owns any real property. Section 4.11 of the Company Disclosure Schedule sets forth an accurate and complete list of all real properties with respect to which the Company directly or indirectly holds a valid leasehold interest as well as any other real estate that is in the possession of or leased by the Company or any of its Subsidiaries (the “Company Leased Real Property”). Parent has made available to the Company true, correct and complete copies of all leases, subleases, licenses and other similar agreement together with all material amendments and modifications under which any such real property is possessed (the “Company Real Estate Leases”), each of which is in full force and effect, with no existing default thereunder that could result in the termination of the applicable lease or the incurring of any Liability in connection therewith. The Company’s or its applicable Subsidiary’s use and operation of each such leased property conforms to all applicable Laws in all material respects, and the Company or its applicable Subsidiary has exclusive possession of each such leased property and has not granted any occupancy rights to tenants or licensees with respect to such leased property. In addition, each such leased property is free and clear of all Encumbrances other than Permitted Liens. Neither the Company nor any Subsidiary has received any notice of termination or cancellation of or of a breach or default under any of the Company Real Estate Leases that remains uncured nor, to the knowledge of the Company, has any event occurred which, with notice or lapse of time or both, would constitute a breach or default under any such lease, or permit the termination or cancellation of any such Company Real Estate Lease. No security deposit or portion thereof deposited with respect to any such Company Real Estate Lease has been applied in respect of a breach or default which has not been redeposited in full and no letter of credit has been drawn down on in respect of a breach or default under any such lease which has not been replenished in full. With respect to the Company Leased Real Property, Section 3.11 of the Company Disclosure Schedule also contains a true and complete list as of the date hereof of all agreements under which the Company or any of the Subsidiaries is, as of the date hereof, the landlord, sublandlord, tenant, subtenant or occupant that have not been terminated or expired as of the date hereof and are material to the business of the Company and the Subsidiaries, taken as a whole. (b) With respect to each of the Company Leased Real Property, neither the Company nor any of its Subsidiaries has exercised or given any notice of exercise of any option or right of first offer or right of first refusal to purchase, expand, renew or terminate contained in the Company Real Estate Leases.