Common use of Closing; Condition to Obligations Clause in Contracts

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:

Closing; Condition to Obligations. In connection with its acquisition --------------------------------- of the Contributors' InterestsPremises, the Operating Partnership will notify the Contributors Seller of a closing date, which date will be no earlier than five (5) business days after such notification and no later than December 15March 10, 1998 (fifteen (15) business days prior to the Termination Date), for the initial closing (the "Initial ClosingINITIAL CLOSING") of the acquisition contemplated by this --------------- Contribution AgreementContract. At or before such the Initial Closing, which shall be held at the offices of Xxxxx & Wood llpXxxx 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 Seller will execute all closing documents (the "Closing DocumentsCLOSING DOCUMENTS") required by the Operating ----------------- Partnership in accordance with Section 1.5 hereof and deposit the same in escrow with Xxxxx & Xxxx llpWood 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 AgentCLOSING AGENT"). ------------- The transactions contemplated by this Contribution Agreement Contract and by the Closing Documents executed and deposited in connection with such exercise transactions will be consummated at the Final Closing (as hereinafter defineddefined below) only if (i) the closing of the IPO (the "IPO ClosingCLOSING") 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 $405,000,000Date. If the IPO Closing occurs by such date:

Closing; Condition to Obligations. In connection with its 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 15March 10, 1998 (fifteen (15) business days prior to the Termination Date), for the initial closing (the "Initial ClosingINITIAL 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 llpXxxx 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 DocumentsCLOSING DOCUMENTS") required by the Operating ----------------- Partnership in accordance with Section 1.5 hereof and deposit the same in escrow with Xxxxx & Xxxx llpWood 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 AgentCLOSING 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 defineddefined below) only if (i) the closing of the IPO (the "IPO ClosingCLOSING") 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 $405,000,000Date. If the IPO Closing occurs by such date:

Closing; Condition to Obligations. In connection with its acquisition --------------------------------- of the Contributors' InterestsPremises, the Operating Partnership will notify the Contributors Seller of a closing date, which date will be no earlier than five (5) business days after such notification and no later than December 15March 10, 1998 (fifteen (15) business days prior to the Termination Date), for the initial closing (the "Initial ClosingINITIAL CLOSING") of the acquisition contemplated by this --------------- Contribution AgreementContract. At or before such the Initial Closing, which shall be held at the offices of Xxxxx & Wood llpXxxx LLP, Xxx Xxxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 or such other place located in New York City 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 Seller will execute all closing documents (the "Closing DocumentsCLOSING DOCUMENTS") required by the Operating ----------------- Partnership this Agreement in accordance with Section 1.5 hereof and deposit the same in escrow with Xxxxx & Xxxx llpWood 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 AgentCLOSING AGENT"), the terms of such escrow to be reasonably satisfactory to the Seller and the Operating Partnership. ------------- The transactions contemplated by this Contribution Agreement Contract and by the Closing Documents executed and deposited in connection with such exercise transactions will be consummated at the Final Closing (as hereinafter defineddefined below) only if (i) the closing of the IPO (the "IPO ClosingCLOSING") 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 $405,000,000Date. If the IPO Closing occurs by such date:

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: