Conveyance of the Property. At Closing, Seller shall convey the Real Property subject to (i) all Permitted Exceptions, and (ii) all Unpermitted Exceptions which are cured by causing the Title Company to remove or insure over such Unpermitted Exceptions in the Title Policy, but which otherwise are not removed from title.
Conveyance of the Property. The Property shall be conveyed to Developer within thirty (30) days following fulfillment to the satisfaction of the CRA of the following conditions: (a) an Event of Default on the part of Developer has not occurred or circumstances exist that with the giving of notice would constitute an Event of Default on the part of Developer, (b) all Development Approvals necessary for the Development for the Project have been obtained issued, (c) the CRA has issued the Notice to Proceed, (d) the Developer has provided satisfactory proof of the Developer’s Equity contribution, (e) that the CRA and Developer have closed on the Construction Loan, (f) a completion guaranty for the Project in form and substance reasonably acceptable to the CRA and its legal counsel from an entity or individual reasonably acceptable to the CRA, taking into account the combined assets of such entity and/or individual has been provided and (g) a covenant is to recorded in the Public Records simultaneously with the Deed (as defined below) pursuant to which (i) the Developer agrees to (i) that the Property shall remain a residential condominium for a minimum period of fifteen (15) years and (ii) if (i) is violated the individual principal members of the Developer agree to pay to the CRA the value of the Property (i.e., $31,300.00) with such amount amortized on a straight line basis over the fifteen (15) year period, which covenant shall be in form and substance reasonably acceptable to the CRA and its legal counsel. The conveyance of the Property by the CRA to the Developer shall be by Special Warranty Deed (the “Deed”) and subject to all matters of record including, but not limited to, the covenant in subsection (g) and the Declaration of Restrictive Covenants set forth below and otherwise on an “AS-IS” “WHERE-IS” basis with no representations or warranties of any kind whatsoever except for title as set for in the Deed. The CRA shall also provide an owner’s affidavit as well as other documents reasonably required by the title company to provide Developer with an owner’s title insurance policy. In addition to the foregoing, the Developer agrees to accept title to the Property subject to a perpetual Declaration of Restrictive Covenants prepared by the CRA’s legal counsel and in a form and substance acceptable to the CRA in all respects that provides for, among other things, (a) the maintenance, repair and replacement of the Project so that it remains consistent with the Site Plan for a period o...
Conveyance of the Property. In accordance with the terms and conditions of this Agreement and subject to the Transferee's performance and satisfaction of the conditions, covenants and obligations contained herein, each Contributor shall convey to the Operating Partnership all of its right, title and interest in and to the following assets:
Conveyance of the Property. The term "Owner" as used herein shall mean and include only the owner or owners at the time in question of the Owner's interest in this Lease so that in the event of any transfer or transfers (by operation of law or otherwise) of Owner's entire interest in this Lease, Owner herein named (and in the case of any subsequent transfers or conveyances, the then transferor) shall be and hereby is automatically freed and relieved, from and after the date of such transfer or conveyance, of all liability in respect of the performance of any covenants or obligations on the part of the Owner contained in this Lease thereafter to be performed. Tenant shall have recourse against the Property for the satisfaction of any remedy it may have against Owner under this Lease.
Conveyance of the Property. At Closing, Seller shall convey (a) good and indefeasible title to the Real Property subject only to (i) the Permitted Exceptions, and (ii) any Unpermitted Exceptions which are cured by causing the Title Company to remove or insure over such Unpermitted Exceptions in the Title Policy, in accordance with Section 5.3.4, but which otherwise are not removed from title, and (b) the Personal Property, free and clear of all financing liens created by or assumed by Seller (except for the Equipment Leases, which will be subject to the ownership interest of lessor thereunder).
Conveyance of the Property. At the Closing, Seller shall convey to the Purchaser, or Purchaser's nominee, good and clear record and marketable fee simple title to the Property insurable as provided in Section 6(e) above, which title will be free and clear of all liens, encumbrances, tenancies and restrictions (including condemnation proceedings) of any kind and nature and the Permitted Title Exceptions hereinafter described. Seller will warrant that the title to the Property is free and clear of all liens, encumbrances, tenancies and restrictions whatsoever, except for the Permitted Title Exceptions. At Closing, Seller will deliver to Purchaser such surveys, final plans and specifications for the Improvements in possession of or in control of Seller or Seller's counsel and all warranties with respect to the Property. At Closing, also, Seller shall execute and deliver (i) a mechanics lien affidavit in the form generally used in the State of Maryland, but which affidavit shall provide that all work done or material furnished on or at the Property have been completed and paid for in full; (ii) an assignment of Seller's entire interest in any permits, licenses or approvals affecting the Property (provided, however, in the absence of an express assignment, delivery of the deed will conclusively be deemed to constitute the assignment of all such permits, licenses and approvals to Purchaser); (iii) originals of all site plans, surveys, soil and substrata studies, architectural drawings, plans and specifications, engineering plans and studies, floor plans, landscape plans and other plans or studies of ant kind that relate to the Property which are in the possession of Seller or its counsel; (iv) affidavits to Purchaser's title insurer as to parties in possession or with a right to possession of, and mechanic's liens with respect to the Property, which affidavits shall be sufficient to have the normal printed exceptions with respect to such matters, deleted from Purchaser's and Purchaser's lender's title insurance policy(ies); (v) an affidavit certifying that Seller is not a "foreign person" as of the Closing date, as provided in Section 4(m) hereof; (vi) a certificate by Seller to the effect that all of the representations and warranties set forth in Section 4 remain true and correct as of the Closing Date; (vii) a 1099-B form; (viii) a W-9 form stating that no backup withholding is necessary to disburse Seller's share, if any, of the interest earned with Xxxxxxx Money; (ix) such documents, ...
Conveyance of the Property. At Closing Seller shall convey to Buyer fee simple title to the Property by execution and delivery of a special warranty deed to the Property in the form of Exhibit B hereto (the “Deed”), with such modifications to its form as may be required to comply with Arizona law, subject only to the Permitted Exceptions.
Conveyance of the Property. Prior to substantial completion of construction of the Project, the Developer shall not, except as permitted by this Agreement, convey any interest in the Property without the prior written approval of the County, which approval shall not be unreasonably withheld or delayed. This prohibition shall not be deemed to prohibit or restrict leasing to tenants for occupancy, conveying condominium units for occupancy and/or granting any other right to occupy and use any portion or portions of a Building. Further, notwithstanding the foregoing, the Developer may assign its interest in this Agreement to an affiliate of the Developer or an entity of which the Developer or some or all of the members or shareholders of the Developer are members or shareholders. As used in this Section 4.1, "affiliate" means any corporation, limited liability company, limited liability partnership or other entity, which directly or indirectly controls or is controlled or is under common control the Developer. Nothing herein shall be deemed to prohibit, restrict or otherwise limit the Developer from selling, leasing or otherwise transferring the Property or interest therein after substantial completion of construction of the Project on such Property. Notwithstanding anything to the contrary contained in this Agreement, the Developer reserves the right, at its sole discretion at any time during the term of this Agreement, to join and associate with other individuals or entities in joint ventures, partnerships or otherwise for the purpose of developing the Project subject, however, to the following conditions: