Conditions in Favor of Purchaser Sample Clauses
Conditions in Favor of Purchaser. The obligations of Purchaser under this Agreement are contingent upon each of the following:
6.1.1 On or before the Contingency Date, Purchaser shall have determined that the matters and conditions disclosed by the reports, investigations and tests received or performed by Purchaser are acceptable to Purchaser in its sole discretion.
6.1.2 On the Closing Date, each of the representations and warranties of Seller in Section 7.1 shall be true and correct as if the same were made on the Closing Date.
6.1.3 On and as of the Closing Date, Seller shall have performed all of the obligations required to be performed by Seller under this Agreement as and when required under this Agreement, and no breach by Seller of its obligations hereunder shall remain outstanding following any applicable cure period expressly set forth in Section 13.2 below.
6.1.4 Seller shall have delivered on or prior to the Estoppel Delivery Deadline (hereafter defined) a written waiver in form and substance reasonably acceptable to Purchaser and the Title Company with respect to any right of first offer, right of first refusal or other option for a third party to purchase all or any portion of the Property that becomes operative as a result of the execution of this Agreement or consummation of the transactions contemplated herein, and a written instrument providing any consent to the transfer of any Property required under any Ground Lease, Lease or other agreement or instrument in effect with respect to the Property. If Seller is unable to provide Purchaser with a written waiver or consent required to satisfy the condition set forth in this Section 6.1.4 prior to the Estoppel Delivery Deadline, Seller shall have the right to adjourn the Closing Date one or more times by delivery of written notice to Purchaser on or prior to the Estoppel Delivery Deadline, but for not more than thirty (30) days in the aggregate, to satisfy this condition.
Conditions in Favor of Purchaser. Purchaser’s obligation to close the purchase of the Property pursuant to this Agreement shall be subject to the following conditions precedent in favor of Purchaser, each of which may be waived by Purchaser in its sole discretion:
(a) The representations and warranties of Seller set forth in Section 7.2 above shall be true and correct in all material respects as of the Closing Date;
(b) Seller shall have made, in all material respects, the deliveries required of Seller pursuant to Section 10.2 below and timely performed, in all material respects, the obligations required by the terms of this Agreement to be performed by Seller; and
(c) Title Company shall be irrevocably committed to issue to Purchaser the Owner’s Title Policy as described in Section 5.1, subject only to payment of the applicable premium.
Conditions in Favor of Purchaser. The obligation of Purchaser to complete the transactions contemplated by this Agreement is subject to the following conditions to be fulfilled or performed at or prior to Closing, which conditions are for the exclusive benefit of Purchaser and may be waived, in whole or in part, by Purchaser in its sole discretion:
Conditions in Favor of Purchaser. Purchaser’s obligation to close the purchase of the Property pursuant to this Agreement shall be subject to the following conditions precedent in favor of Purchaser, each of which may be waived by Purchaser in its sole discretion:
(a) The representations and warranties of Seller set forth in Section 7.2 above shall be true and correct in all material respects as of the Closing Date;
(b) Seller shall have made all deliveries required of Seller pursuant to Section 10.2 below and timely performed all of the obligations required by the terms of this Agreement to be performed by Seller;
(c) Prior to the expiration of the lnspection Period, Purchaser has approved, in its sole and absolute discretion, the physical condition and all other aspects of the Property pursuant to the review of the Reviewed Documents and investigations described in this Agreement in accordance with the terms of this Agreement; and
(d) Title Company shall be irrevocably committed to issue to Purchaser the Owner’s Title Policy and endorsements in the form agreed upon by Purchaser and the Title Company during the Title Review Period, insuring Purchaser as the fee simple owner of the Property, and showing title to the Property vested in Purchaser, subject only to payment of the applicable premium.
Conditions in Favor of Purchaser. Purchaser’s obligation to close the purchase of the Property pursuant to this Agreement shall be subject to the following conditions precedent in favor of Purchaser, each of which may be waived by Purchaser in its sole discretion:
9.1.1. The representations and warranties of Seller set forth in Section 7.2 above shall be true and correct in all material respects as of the Closing Date;
9.1.2. Seller shall have made all deliveries required of Seller pursuant to Section 10.5 below and timely performed all of the obligations required by the terms of this Agreement to be performed by Seller; and
Conditions in Favor of Purchaser. The obligations of Purchaser under this Agreement are contingent upon each of the following:
6.1.1 On the Closing Date, each of the representations and warranties of Seller in Section 7.1 shall be true and correct as if the same were made on the Closing Date.
6.1.2 On the Closing Date, Seller shall have performed all the obligations required to be performed by Seller under this Agreement as and when required under this Agreement. If any conditions in this Section 6.1 have not been satisfied on or before the applicable date set forth in this Section 6.1 with respect to each condition, then Purchaser may terminate this Agreement by notice to Seller on or before the applicable date, subject, however, to Article 12. To the extent that any of the conditions in this Section 6.1 require the satisfaction of Purchaser, such satisfaction shall be determined by Purchaser in its reasonable discretion. The conditions in this Section 6.1 are specifically stated and for the sole benefit of Purchaser. Purchaser in its discretion may unilaterally waive (conditionally or absolutely) the fulfillment of any one or more of the conditions, or any part thereof, by notice to Seller.
Conditions in Favor of Purchaser. The obligations of Purchaser under this Agreement are contingent upon each of the following:
6.1.1 On or before the Contingency Date, Purchaser shall have determined that the matters and conditions disclosed by the reports, investigations and tests received or performed by Purchaser pursuant to Section 8.1 are reasonably acceptable to Purchaser.
6.1.2 On the Closing Date, each of the representations and warranties of Seller in Section 7.1 shall be true and correct as if the same were made on the Closing Date.
6.1.3 On the Closing Date, Seller shall have performed all of the obligations required to be performed by Seller under this Agreement as and when required under this Agreement. If any conditions in this Section 6.1 have not been satisfied on or before the applicable date set forth in this Section 6.1 with respect to each condition, then Purchaser may terminate this Agreement by notice to Seller on or before the applicable date, subject however to Article 13. To the extent that any of the conditions in this Section 6.1 require the satisfaction of Purchaser, such satisfaction shall be determined by Purchaser in its reasonable discretion. The conditions in this Section 6.1 are specifically stated and for the sole benefit of Purchaser. Purchaser in its discretion may unilaterally waive (conditionally or absolutely) the fulfillment of any one or more of the conditions, or any part thereof, by notice to Seller.