Failure to Satisfy Certain Closing Conditions; Monetary Liens Sample Clauses

Failure to Satisfy Certain Closing Conditions; Monetary Liens. On or prior to the Close of Escrow, Seller shall be obligated (i) to cause to be insured over or removed of record all Monetary Liens affecting the Seller's interest in the Real Property as of the date hereof; and (ii) to remove or to bond over any Monetary Lien arising after the issuance of the Preliminary Title Report which (a) was created by or with the consent of Seller, or (b) is in an amount less than or equal to the Deposit. In the event that any Monetary Lien not reflected on the Preliminary Title Report exceeds the Deposit and was not created by or with the consent of Seller or any other title defect or other matters arise which requires Seller to supplement its disclosure pursuant to SECTION 6.7 and which in the aggregate may create a diminution in value to the Property in excess of the Deposit, and/or the Ground Lease Estoppel has not been obtained on or prior to the Closing Date in the form required pursuant to SECTION 9.1.4. (i) the Deposit shall be refunded by Escrow Holder to Buyer on February 28, 1998 if the Closing does not occur by such date in accordance with the provisions hereof; (ii) the Scheduled Closing Date shall be extended and Seller shall use all reasonable efforts, to remove or bond over or otherwise cause the Title Company to omit such Monetary Lien as an exception from coverage under the Title Policy and/or remove or cure as applicable such other defect or condition or obtain the Ground Lease Estoppel as applicable; and (iii) Buyer shall be permitted to record the Memorandum of Contract in the real property records of the state and county in which the Real Property is located. In the event that the Scheduled Closing Date is so extended and Seller is able to remove or cure such Monetary Lien, remove or cure as applicable the title defect or other condition and/or the Ground Lease Estoppel is delivered as is required, a consent to the transfer of the Ground Lease is obtained in form reasonably acceptable to Buyer and Seller or a judicial determination that no default exists is obtained as provided below, the Close of Escrow shall occur as soon as practicable following such removal, cure, or delivery with time being of the essence as to the performance of both Buyer's and Seller's obligations hereunder. THE PARTIES ACKNOWLEDGE AND AGREE THAT DAMAGES WILL NOT BE AN ADEQUATE REMEDY TO SELLER IF BUYER SHALL DEFAULT IN ITS OBLIGATION TO CLOSE IN ACCORDANCE WITH THE PROVISIONS OF THIS SECTION 7.1.1 AND CONSEQUENTLY THAT BUYER'S OBLIG...
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Failure to Satisfy Certain Closing Conditions; Monetary Liens. On or prior to the Close of Escrow, Seller shall be obligated (i) to cause to be insured over or removed of record all Monetary Liens affecting the Property as of the date hereof; and (ii) to remove or to bond over any Monetary Lien arising after the issuance of the Preliminary Title Report which (a) was created by or with the consent of Seller, or (b) is in an amount less than the Deposit. In the event that any Monetary Lien not reflected on the Preliminary Title Report exceeds the Deposit and was not created by or with the consent of Seller or any other title defect or other matters arise which requires Seller to supplement its disclosure pursuant to SECTION 6.7 and which in the aggregate may create a diminution in value to the Property in excess of the Deposit, (i) the Deposit shall be refunded by Escrow Holder to Buyer on February 28, 1998 if
Sample 1
Failure to Satisfy Certain Closing Conditions; Monetary Liens. On or prior to the Close of Escrow, Seller shall be obligated (i) to cause to be insured over or removed of record all Monetary Liens affecting the Property as of the date hereof; and (ii) to remove or to bond over any Monetary Lien arising after the issuance of the Preliminary Title Report which (a) was created by or with the consent of Seller, or (b) is in an amount less than or equal to the Deposit. In the event that any Monetary Lien not reflected on the Preliminary Title Report exceeds the Deposit and was not created by or with the consent of Seller or any other title defect or other matters arise which requires Seller to supplement its disclosure pursuant to Section 6.7 and which in the aggregate may create a diminution in value to the Property in excess of the Deposit, (i) the Deposit shall be refunded by Escrow Holder to Buyer on February 28, 1998 if the Closing does not occur by such date in accordance with the provisions hereof; (ii) the Scheduled Closing Date shall be extended and Seller shall use all reasonable efforts, to remove or bond over or otherwise cause the Title Company to omit such Monetary Lien as an exception from coverage under the Title Policy and/or remove or cure as applicable such other defect or condition as applicable; and (iii) Buyer shall be permitted to record the Memorandum of Contract in the real property records of the state and county in which the Real Property is located. In the event that the Scheduled Closing Date is so extended and Seller is able to remove or cure such Monetary Lien, remove or cure as applicable the title defect or other condition the Close of
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Related to Failure to Satisfy Certain Closing Conditions; Monetary Liens

  • Actions to Satisfy Closing Conditions Each Party shall take all actions as are within its power and otherwise use its commercially reasonable efforts so as to ensure compliance with the conditions set forth in this Section 6.

  • Post-Closing Conditions On or before each of the dates specified in this Section 4.3, Borrower shall satisfy each of the items specified in the subsections below:

  • Closing Conditions (a) The obligations of the Company hereunder in connection with the Closing are subject to the following conditions being met:

  • Failure to Satisfy Conditions Precedent If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in Article IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

  • Waiver of Closing Conditions Upon the occurrence of the Closing, any condition set forth in this Article V that was not satisfied as of the Closing shall be deemed to have been waived as of the Closing for the applicable Transferred Asset.

  • Satisfaction of Closing Conditions The Vendors agree to use their best efforts to ensure that the conditions set forth in Section 5.1, and the Purchaser agrees to use its best efforts to ensure that the conditions set forth in Section 5.3, are fulfilled at or prior to the Closing Time.

  • Seller’s Closing Conditions The obligations of Seller under this Agreement are subject, at the option of Seller, to the satisfaction, at or prior to the Closing, of the following conditions:

  • Buyer’s Closing Conditions The obligations of Buyer under this Agreement are subject, at the option of Buyer, to the satisfaction, at or prior to the Closing, of the following conditions:

  • Failure to Satisfy Conditions If the Secured Party or its Custodian fails to satisfy any conditions for holding Posted Collateral, then upon a demand made by the Pledgor, the Secured Party will, not later than five Local Business Days after the demand, Transfer or cause its Custodian to Transfer all Posted Collateral held by it to a Custodian that satisfies those conditions or to the Secured Party if it satisfies those conditions.

  • Frustration of Closing Conditions None of the Company, Parent or Merger Sub may rely on the failure of any condition set forth in Section 6.1, Section 6.2 or Section 6.3, as the case may be, to be satisfied if such failure was caused by such party’s failure to use its reasonable best efforts to consummate the Merger and the other Transactions or due to the failure of such party to perform any of its other obligations under this Agreement.

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