Closing; Condition to Obligations Sample Clauses

Closing; Condition to Obligations. In connection with its acquisition --------------------------------- of the Contributors' Interests, the Operating Partnership will notify the Contributors of a closing date, which date will be no earlier than five (5) business days after such notification and no later than December 15, 1998 (fifteen (15) business days prior to the Termination Date), for the initial closing (the "Initial Closing") of the acquisition contemplated by this --------------- Contribution Agreement. At or before such Initial Closing, which shall be held at the offices of Xxxxx & Wood llp, Xxx Xxxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 or such other place as is determined by the Operating Partnership in its sole discretion at a time specified by the Operating Partnership in its sole discretion, the Operating Partnership and the Contributors will execute all closing documents (the "Closing Documents") required by the Operating ----------------- Partnership in accordance with Section 1.5 hereof and deposit the same in escrow with Xxxxx & Xxxx llp, New York, New York, pursuant to an escrow agreement in substantially the form of Exhibit F hereto, as escrow agent of the Operating Partnership (the "Closing Agent"). ------------- The transactions contemplated by this Contribution Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated at the Final Closing (as hereinafter defined) only if (i) the closing of the IPO (the "IPO Closing") is consummated by the earlier of (a) ----------- fifteen (15) business days after the date of the Initial Closing and (b) the Termination Date and (ii) the Total Company Enterprise Value (as defined in Exhibit A) is equal to or greater than $405,000,000. If the IPO Closing occurs by such date:
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Closing; Condition to Obligations. In connection with or at any time after the exercise by Optionee of the Purchase Option, Optionee will specify a closing date, which date will be no later than December 31, 2004, for the initial closing (the “Initial Closing”) of the purchase and sale contemplated by the Purchase Option. At or before such Initial Closing, which shall be held at a place and time determined by Optionee in its sole discretion, Optionee and Grantor will execute all closing documents (the “Closing Documents”) required by Optionee in accordance with Section 2.3 and deposit the same in escrow with an escrow agent of Optionee’s choosing (the “Closing Agent”). Upon the exercise of the Purchase Option, the transactions contemplated by this Option Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated only if the closing of the initial public offering of Common Stock (the “IPO Closing”) occurs simultaneously with or within fifteen (15) business days after the date of the Initial Closing. If the IPO Closing occurs within such fifteen (15) business day period:
Closing; Condition to Obligations. In connection with or at any time after the exercise by Optionee of the Purchase Option, Optionee will specify a closing date, which date will be no later than December 31, 2004, for the initial closing (the “Initial Closing”) of the Embassy Suites Hotel Tampa-Airport/Westshore purchase and sale contemplated by the Purchase Option. At or before such Initial Closing, which shall be held at a place and time determined by Optionee in its sole discretion, Optionee and Grantor will execute all closing documents (the “Closing Documents”) required by Optionee in accordance with Section 2.3 and deposit the same in escrow with an escrow agent of Optionee’s choosing (the “Closing Agent”). Upon the exercise of the Purchase Option, the transactions contemplated by this Option Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated only if the closing of the initial public offering of Common Stock (the “IPO Closing”) occurs simultaneously with or within fifteen (15) business days after the date of the Initial Closing. If the IPO Closing occurs within such fifteen (15) business day period:
Closing; Condition to Obligations. In connection with or at any time --------------------------------- after the exercise by Optionee of its Purchase Options, Optionee will specify a closing date, which date will be no later than the Option Termination Date, for the closing (the "Closing") of the purchase and sale contemplated by each ------- Purchase Option. At such Closing, which shall be held in Dallas, Texas, at a place and time mutually agreeable between the Company and Optionee, Optionee and each Grantor (or each Grantor's attorney-in-fact) will execute and deliver the Closing Documents (as defined in Section 2.3) and deliver the same to Optionee or a person designated by Optionee (the "Closing Agent"), and Optionee shall ------------- cause to be delivered to CFP and to WFLP on behalf of the other Grantors, such Grantor's Purchase Price.
Closing; Condition to Obligations. In connection with or at any time after the exercise by Optionee of a Grantor's Purchase Option, Optionee will specify a closing date, which date will be no later than December 31, 2003, for the initial closing (the "INITIAL CLOSING") of the purchase and sale contemplated by such Grantor's Purchase Option. At or before such Initial Closing, which shall be held at a place and time determined by Optionee in its sole discretion, Optionee and Grantor will execute all closing documents (the "CLOSING DOCUMENTS") required by Optionee in accordance with SECTION 2.3 and deposit the same in escrow with an escrow agent of Optionee's choosing (the "CLOSING AGENT"). Upon the exercise of a Grantor's Purchase Option, the transactions contemplated by this Option Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated only if the closing of the initial public offering of Shares (the "IPO CLOSING") occurs simultaneously with or within fifteen (15) business days after the date of the Initial Closing. If the IPO Closing occurs within such fifteen (15) business day period:
Closing; Condition to Obligations. In connection with or at any time after the exercise by Optionee of the Purchase Option, Optionee will specify a closing date, which date will be no later than December 31, 1997, for the initial closing (the "PRE-CLOSING") of the purchase and sale of the Interest. At or before such Pre-closing, which shall be held at a place and time determined by Optionee in its sole discretion, Optionee and Grantor (or its attorney-in- fact) will execute all closing documents (the "CLOSING DOCUMENTS") required by Optionee in accordance with Section 2.3 and deliver the same to a person designated by Optionee (such person, the "CLOSING AGENT"). Upon the exercise of the Purchase Option, the transactions contemplated by this Option Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated only if the IPO Closing (as hereinafter defined) occurs simultaneously with or within fifteen (15) business days after the date of the Pre-closing. For purposes hereof, the "IPO CLOSING" will be deemed to have occurred if, but only if, the share of the net proceeds to the Company from the IPO that is made available to Optionee is sufficient, as determined by Optionee in its reasonable discretion, to enable Optionee (i) to acquire the Interest and (ii) to apply such share of the net proceeds to acquire such other properties or interests and to repay principal, interest and other amounts due with respect to indebtedness and to meet such other obligations as may be described in the Registration Statement on Form S-11 prepared and filed in connection with the IPO, as the same is in effect on the day of the IPO Closing. If the IPO Closing occurs within such fifteen (15) business day period,
Closing; Condition to Obligations. Closing of the transactions contemplated hereby shall take place as to all Properties as soon as practicable on or after July 1, 1998, but in any event on or before the Outside Closing Date or, upon not less than ten (10) days prior written notice, and subject to the Conditions to Closing set forth in Article VIII below. Accordingly, the parties hereby acknowledge and agree that there may be one or more Closings, and that all references to the "Closing" or the "Closing Date" under this Agreement with respect to a Property or the Contributors thereof shall mean the Closing and the Closing Date for such Property, irrespective of the Closing or Closing Dates of any other Property. It shall not be a condition to the Closing of any Property that the Closing of any other Property have taken place, and the failure of any subsequent Closing to take place with respect to any Property shall have no bearing or effect on a Closing which shall have already occurred. At or before the Closing with respect to a Property or Properties, the Operating Partnership and the applicable Contributors will execute all closing documents (the "Closing Documents") required to be delivered at Closing in accordance with this Agreement and deposit the same in escrow with FAC or other escrow agent mutually acceptable to FAC and the Contributors (the "Closing Agent").
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Closing; Condition to Obligations. In connection with the acquisition of the Contributors' Interests, the Operating Partnership will notify the Contributors of a closing date, which date will be no later than the Termination Date, for the initial closing (the "Initial Closing") of the acquisition contemplated by this Omnibus Contribution Agreement. At or before such Initial Closing, which shall be held at the offices of Xxxxxx & Xxxxx LLP, 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 or such other place as is determined by the Operating Partnership in its sole discretion, at a time specified by the Operating Partnership in its sole discretion, the Operating Partnership and the Contributors will execute all closing documents (the "Closing Documents") required by the Operating Partnership in accordance with Section 1.5 hereof and deposit the same in escrow with Xxxxxx & Xxxxx LLP, as escrow agent of the Operating Partnership (the "Closing Agent"). The transactions contemplated by this Omnibus Contribution Agreement and by the Closing Documents executed and deposited in connection with such exercise will be consummated at the Final Closing (as defined below) only if the closing of the IPO (the "IPO Closing") is consummated by the Termination Date. If the IPO Closing occurs by such date:
Closing; Condition to Obligations. In connection with or at any time after the exercise by Optionee of the Purchase Option, Optionee will specify a closing date, which date will be no later than December 31, 2004, for the initial closing (the “Initial Closing”) of the purchase and sale contemplated by the Purchase Option. At or before such Initial Closing, which shall be held at a place and time determined by Optionee in its sole discretion, Optionee and Grantor will execute all closing documents (the “Closing Documents”) required by Optionee in accordance with Section 2.3 and deposit the same in escrow with an escrow agent of Optionee’s choosing (the “Closing Agent”). Upon the exercise of the Purchase Option, the transactions contemplated by this Option Agreement and by the Closing Documents executed and deposited in connection with such Cincinnati Landmark Marriott exercise will be consummated only if the closing of the initial public offering of Common Stock (the “IPO Closing”) occurs simultaneously with or within fifteen (15) business days after the date of the Initial Closing. If the IPO Closing occurs within such fifteen (15) business day period:
Closing; Condition to Obligations. In connection with the acquisition --------------------------------- of the Contributors' Interests, the Operating Partnership will notify the Contributors of a closing date, which date will be no earlier than five (5) business days after such notification and no later than December 15, 1998 (fifteen (15) business days prior to the Termination Date), for the initial closing (the "Initial Closing") of the acquisition contemplated by Contribution --------------- Agreement. At or before such Initial Closing, which shall be held at the offices of Xxxxx & Xxxx llp, Xxx Xxxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 or such other place as is
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