Common use of Sale of the Project; Title Clause in Contracts

Sale of the Project; Title. In consideration of the representations and undertakings of the RESA in this Installment Sale Agreement, the Seller hereby agrees to sell to the RESA, and the RESA hereby agrees to purchase from the Seller, in accordance with the provisions of this Installment Sale Agreement, all the Seller’s right, title and interest in and to the Project, and each and every component thereof. The Seller hereby grants to the RESA the quiet enjoyment and peaceable possession of the Project, and all appurtenances thereunto belonging, free from all claims of all persons whomsoever acting by, through or under the Seller throughout the Term of this Installment Sale Agreement. If an Event of Default or an Event of Non-appropriation with respect to this Installment Sale Agreement occurs, the RESA will then (or, in the case of an Event of Non- appropriation, on the date through which RESA has paid or appropriated moneys sufficient to pay the Installment Payment) surrender peaceably possession of the Project to the Seller in good condition and repair, normal wear and tear excepted. The Seller will have all legal and equitable rights and remedies to enforce its rights, including but not limited to, the right to take possession of the Project, and to sell same. On request, the RESA shall execute and deliver to Seller such instruments as necessary or desirable to vest or confirm in the Seller or its assignee all right, title and interest of RESA in the Project. [Upon completion of Acquisition of the Project, the Seller shall transfer the portion of the Project consisting of real property to the RESA by limited warranty deed and shall transfer the portion of the Project consisting of personal property to the RESA by ▇▇▇▇ of sale, all subject to the terms of this Installment Sale Agreement and the Seller’s right to require reconveyance of the Project to the Seller by the RESA as set forth below.] [In addition, as a condition of delivery of such limited warranty deed, the Seller must be able to obtain an endorsement of its title insurance policy regarding the portion of the Project consisting of real property deleting the contractor's and materialman's lien exception from such policy. The RESA agrees to take such action as necessary for the title insurance company to issue such endorsement.] RESA agrees that it will pay all expenses and taxes, if any, applicable to or arising from any transfer of title as herein provided. [In the event the RESA should fail to make any of the Installment Payments hereunder in full, or the Purchase Price shall not have been paid in full, together with all other obligations arising hereunder and under the other RESA Documents (“Payment in Full”), the Seller shall have the right to demand that the RESA convey the Project back to the Seller, and upon such demand the RESA agrees to convey the Project back to the Seller immediately.]

Sale of the Project; Title. In consideration of the representations and undertakings of the RESA County in this Installment Sale Agreement, the Seller hereby agrees to sell to the RESACounty, and the RESA County hereby agrees to purchase from the Seller, in accordance with the provisions of this Installment Sale Agreement, all the Seller’s right, title and interest in and to the Project, and each and every component thereof. The Seller hereby grants ; provided, however, that the title to the RESA Project and every component thereof shall be subordinate and subject to the quiet enjoyment prior lien and peaceable possession encumbrance of this Installment Sale Agreement until all Installment Payments hereunder, or the Purchase Price, shall have been paid in full, together with all other obligations arising hereunder and any other amounts required by this Installment Sale Agreement (“Payment in Full”). [Until Payment in Full shall occur, title to the Project shall remain in the Seller. / Seller shall convey title to the Project to the County within there (3) months of delivery of the ProjectProject to the County, and all appurtenances thereunto belonging, free from all claims of all persons whomsoever acting by, through or under title shall remain in the Seller throughout County during DRAFT the Term term of this Installment Sale Agreement. .] If an Event of Default or an Event of Non-Non- appropriation with respect to this Installment Sale Agreement occurs, the RESA County will then (or, in the case of an Event of Non- Non-appropriation, on the date through which RESA the County has paid paid, or appropriated moneys sufficient to pay the applicable Installment PaymentPayments) surrender peaceably [title to and] possession of the Project to the Seller in good condition and repair, normal wear and tear excepted. The Seller will have all legal and equitable rights and remedies to enforce its rights, including but not limited to, the right to take [title to and] possession of the Project, and to sell or relet same. On request, the RESA County shall execute and deliver to Seller such instruments as necessary or desirable to vest or confirm in the Seller or its assignee all right, title and interest of RESA County in the Project. [Upon completion of Acquisition of the ProjectAfter Payment in Full, the Seller shall transfer the portion of title to the Project consisting of real property to the RESA by limited warranty deed and shall transfer the portion of the Project consisting of personal property to the RESA County by ▇▇▇▇ of sale.] After Payment in Full, all subject upon the request of the County, the Seller will cancel or cause to the terms be cancelled of record this Installment Sale Agreement and the Seller’s right to require reconveyance of the Project to the Seller by the RESA as set forth below.] [In addition, as a condition of delivery of such limited warranty deed, the Seller must be able to obtain an endorsement of its title insurance policy regarding the portion of the Project consisting of real property deleting the contractor's and materialman's lien exception from such policyAgreement. The RESA agrees to take such action as necessary for the title insurance company to issue such endorsement.] RESA County agrees that it will pay all expenses and taxes, if any, applicable to or arising from any transfer of title as herein provided. [In The Seller hereby grants to the event County the RESA should fail to make any quiet enjoyment and peaceable possession of the Installment Payments hereunder in fullProject, and all appurtenances thereunto belonging, free from all claims of all persons whomsoever acting by, through or the Purchase Price shall not have been paid in full, together with all other obligations arising hereunder and under the other RESA Documents (“Payment in Full”), Seller throughout the Seller shall have the right to demand that the RESA convey the Project back to the Seller, and upon such demand the RESA agrees to convey the Project back to the Seller immediatelyTerm of this Installment Sale Agreement.]

Sale of the Project; Title. In consideration of the representations and undertakings of the RESA City in this Installment Sale Agreement, the Seller Originator hereby agrees to sell to the RESACity, and the RESA City hereby agrees to purchase from the SellerOriginator, in accordance with the provisions of this Installment Sale Agreement, all the SellerOriginator’s right, title and interest in and to the Project, and each and every component thereof. The Seller hereby grants , as the same may be affected by Permitted Encumbrances; provided, however, that the title to the RESA Project and every component thereof shall be subordinate and subject to the quiet enjoyment prior lien and peaceable possession encumbrance of the ProjectSecurity Deed until all Installment Payments hereunder, or the Purchase Price, shall have been paid in full, together with all other obligations arising hereunder and all appurtenances thereunto belongingany other amounts secured by the Security Deed (“Payment in Full”). Until Payment in Full shall occur, free from all claims of all persons whomsoever acting by, through or under title to the Seller throughout Project shall remain in the Term of this Installment Sale AgreementOriginator. If an Event of Default or an Event of Non-Non- appropriation with respect to this Installment Sale Agreement occurs, the RESA City will then (or, in the case of an Event of Non- Non-appropriation, on the date through which RESA City has paid paid, or appropriated moneys sufficient to pay the applicable Installment PaymentPayments) surrender peaceably possession of the Project to the Seller in good condition and repair, normal wear and tear excepted. The Seller will have all legal and equitable rights and remedies to enforce its rights, including but not limited to, the right to take possession of the Project, and to sell or relet same. On request, the RESA City shall execute and deliver to Seller such instruments as necessary or desirable to vest or confirm in the Seller or its assignee all right, title and interest of RESA City in the Project. [Upon completion of Acquisition of the ProjectAfter Payment in Full, the Seller Originator shall transfer the portion of the Project consisting of real property to the RESA City by limited warranty deed and shall transfer bill of sale. After Payment in Full, upon the portion request of the Project consisting of personal property to the RESA by ▇▇▇▇ of sale, all subject to the terms of this Installment Sale Agreement and the Seller’s right to require reconveyance of the Project to the Seller by the RESA as set forth below.] [In addition, as a condition of delivery of such limited warranty deedCity, the Seller must Lender will cancel or cause to be able to obtain an endorsement cancelled of its title insurance policy regarding record the portion of the Project consisting of real property deleting the contractor's and materialman's lien exception from such policySecurity Deed. The RESA agrees to take such action as necessary for the title insurance company to issue such endorsement.] RESA City agrees that it will pay all expenses and taxes, if any, applicable to or arising from any transfer of title as herein provided. [In Notwithstanding anything herein to the event contrary, this Installment Sale Agreement, said limited warranty deed and the RESA should fail to make any rights of the Installment Payments hereunder in full, or the Purchase Price shall not have been paid in full, together with all other obligations arising City hereunder and under the other RESA Documents (“Payment in Full”), the Seller shall have the right to demand that the RESA convey the Project back thereunder are expressly made subject and subordinate to the Seller, prior lien and upon such demand encumbrance of the RESA agrees to convey the Project back to the Seller immediatelySecurity Deed.]