Portfolio Purchase Sample Clauses
Portfolio Purchase. The parties acknowledge and agree that it is the intention of the parties that all of the Properties, other than the Coronado South Property and the Rivermark Property (which shall be sold and purchased upon satisfaction of the conditions set forth in Sections 5.8(b) and 5.8(c), respectively) be purchased and sold simultaneously and that the same is a condition precedent to the parties obligations under this Agreement, except as expressly provided otherwise in this Agreement (including in Sections 2.5(b), 3.3, 4.2 and 5.8 and Article VI). The Closing of the Properties, other than the Coronado South Property, the Rivermark Property, any Deferred Property, any Property with respect to which Buyer's obligation to purchase is terminated in accordance with the express provisions of this Agreement (including in Sections 3.3, 4.2 and 5.8 and Article VI), is referred to herein as the "Initial Closing."
Portfolio Purchase. It is the intent of Seller and Purchaser that the Property is to be sold by Seller and purchased by Purchaser as an entire portfolio, upon the terms and conditions herein. Any termination of this Agreement pursuant to the terms and conditions hereof shall be a termination with respect to the entire portfolio.
Portfolio Purchase. It is the intent of the Seller and Purchaser that the Subject Property, including all of the Projects, is to be sold by Seller and the Subsidiaries and purchased by Purchaser as the entire Portfolio, upon the terms and conditions herein. Any termination of this Agreement pursuant to the terms and conditions hereof shall be a termination with respect to the entire Portfolio, except as may be expressly provided in either SECTION 13 or SECTION 14.
Portfolio Purchase. Buyer acquires all three (3) Properties comprising the Project on the Closing Date. Buyer’s failure to do so shall be deemed, in addition to a failure to satisfy Seller’s conditions to closing, a Buyer default for which Seller may exercise its rights under Section 8.2. Seller shall have the right (in its sole and absolute discretion) to elect to waive any Seller’s conditions to the Closing. In the event any Seller’s conditions are not satisfied, deemed satisfied, or waived by Seller prior to the expiration of the applicable period for satisfaction or waiver (and in the absence of a specified period then at or before the Closing Date), Seller may terminate this Agreement and the rights of Seller and Buyer hereunder. In the event Seller elects to terminate this Agreement due to a failure of the Seller’s conditions set forth above or as a result of a Buyer default, all original documents delivered by one party to the other party shall be returned (or destroyed if such documents are copies) to the party making delivery upon three (3) business day’s written notice to the other party and, if such termination occurs after the End of the Inspection Period, the ▇▇▇▇▇▇▇ Money Deposit shall be delivered to Seller. Seller hereby acknowledges and agrees that, notwithstanding the failure of any condition, the occurrence of the Closing shall constitute conclusive evidence that Seller has waived the same.
Portfolio Purchase. Make, or obligate itself to make, any ------------------ Portfolio Purchase, other than, so long as no Default or Event of Default then exists or would exist as a result thereof, the repurchase of certain Medallion Loans sold to Sterling Bank prior to the Amendment No. 4 Effective Date, provided that the aggregate amount of such repurchase shall -------- not exceed $2,000,000."
10. Amendment of Article 8
Portfolio Purchase. Make, or obligate itself to make, any ------------------ Portfolio Purchase."
7. Amendment of Article 8 of the Loan Agreement. Article 8 of the Loan -------------------------------------------- Agreement is hereby amended by adding in proper numerical order therein the following new Section 8.17:
Portfolio Purchase. It is the intent of the Partnership and Purchaser that the Subject Property, including all of the Projects, is to be sold by Partnership and the Subsidiaries and purchased by Purchaser as the entire Portfolio, upon the terms and conditions herein. Except as specifically provided herein, any termination of this Agreement pursuant to the terms and conditions hereof shall be a termination with respect to the entire Portfolio. Notwithstanding the foregoing, to the extent the Purchaser has the right to terminate this Agreement with respect to a given Project as a result of substantial damage or casualty as defined and provided in Section 13 hereof occurring prior to the Closing Date, a condemnation of a substantial part of such Project as defined and provided in Section 14 occurring prior to the Closing Date, or a Catastrophic Environmental Event with respect to such Project as defined and provided in Section 19 occurring after the Contingency Date and prior to the Closing Date, Purchaser may notify Partnership in writing that it desires to terminate this Agreement solely with respect to the affected Project(s). Upon receipt of such written notice from Purchaser, Partnership shall agree to terminate this Agreement only with respect to the affected Project(s). In the event this Purchase Agreement is terminated with respect to only one or more Projects pursuant to Section 13, Section 14, or Section 19, the Purchase Price shall be reduced by the amount of the Purchase Price allocation for such Project as shown on Schedule 1 attached hereto.
Portfolio Purchase. Company has the full right and authority, subject to the terms of the respective Existing Issuer Agreements, to permit Bank to purchase each Existing Issuer Portfolio as contemplated pursuant to the terms of this Agreement. Nothing in any Existing Issuer Agreement provides the Existing Issuer the right to refuse to consummate the sale to Bank of the respective Existing Issuer Portfolio following the expiration or termination of such Existing Issuer Agreement, provided that Company and Bank each has performed its respective obligations under this Agreement with respect to the purchase by Bank of each Existing Issuer Portfolio.
Portfolio Purchase