Post-Closing Objections Sample Clauses

Post-Closing Objections. From and after the delivery of the Second Objection Letter, Buyer shall have the right, but not the obligation, to elect, on written notice ("Cure Notice") to the Sellers and Title Company within six (6) months of the Closing Date, to cure or remove ("Cure") any of the Post-Closing Objections, at Seller's sole cost and expense. Within twenty (20) business days of receiving a Cure Notice, Sellers shall provide Buyer with written notice setting forth, in reasonable specificity, Sellers' proposed method ("Cure Plan") to be used by Buyer, at Sellers' sole cost and expense, to effect such Cure. Sellers agree to execute any and all affidavits or other documents (including, without limitation, indemnification agreements) reasonably required by the Title Company in order for the Title Company to issue the Title Policy as required by this Agreement and to otherwise remove and/or cure any and all Post-Closing Objections and as to those Post-Closing Objections that cannot be removed or cured by the Title Company, to provide affirmative assurance to Buyer in form and substance acceptable to Buyer including, without limitation, affirmative assurance in respect of any encroachments against forced removal, forfeiture or reversion of title of any Improvements (the "Affirmative Assurance").
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Post-Closing Objections. (a) After delivery of the AWS Determination and the Triton Determination, Triton, AWS and Cingular shall attempt to resolve any disputes between AWS or Cingular, on the one hand, and Triton, on the other hand, with respect to the Triton Determination and the AWS Determination. In connection therewith, Triton shall have full access to AWS’s records related to the AWS Determination, and AWS and Cingular shall have full access to Triton’s records related to the Triton Determination. Within 30 days after delivery of the AWS Determination, Triton shall advise AWS and Cingular in writing as to any dispute Triton has with the AWS Determination (the “Triton Post-Closing Objection”). Within 30 days after delivery of the Triton Determination, Cingular and AWS shall advise Triton in writing as to any dispute Cingular and AWS have with the Triton Determination (the “AWS Post-Closing Objection” and, collectively with the Triton Post-Closing Objection, the “Post-Closing Objections”). The Triton Post-Closing Objection (if any) and the AWS Post-Closing Objection (if any) shall be accompanied by supporting documents and information, including without limitation the appropriate Virginia Interim Financial Statements and Multi-Area Interim Financial Statements to the extent the same is available to Triton, AWS or Cingular, as applicable.
Post-Closing Objections. (a) After delivery of the DCS Determination and the AWS Determination, AWS and DCS shall attempt to resolve any disputes between DCS and AWS with respect to the DCS Determination and the AWS Determination. In connection therewith, AWS shall have full access to DCS's records related to the DCS Determination, and DCS shall have full access to AWS's records related to the AWS Determination. Within 30 days after delivery of the DCS Determination, AWS shall advise DCS in writing as to any dispute AWS has with the DCS Determination (the "AWS POST-CLOSING OBJECTION"). Within 30 days after delivery of the AWS Determination, DCS shall advise AWS in writing as to any dispute DCS has with the AWS Determination (the "DCS POST-CLOSING OBJECTION"). The AWS Post-Closing Objection (if any) and the DCS Post-Closing Objection (if any) shall be accompanied by (i) a certificate signed by a senior executive officer of AWS or DCS, as the case may be, certifying that the AWS Post-Closing Objection or the DCS Post-Closing Objection, as applicable, was made in good faith and (ii) supporting documents and information, to the extent the same is available to AWS or DCS, as the case may be.

Related to Post-Closing Objections

  • Post-Closing Matters Execute and deliver the documents and complete the tasks set forth on Schedule 6.14, in each case within the time limits specified on such schedule, as such time limits may be extended from time to time by Agent in its reasonable discretion.

  • Post-Closing Items (a) The Loan Parties shall take all necessary actions to satisfy the items described on Schedule 5.16 within the applicable periods of time specified in such Schedule (or such longer periods as the Administrative Agent may agree in its sole discretion).

  • Title Objections Seller shall request Escrow Agent to cause to be delivered to Buyer a preliminary title report (the "Preliminary Report") from a title company affiliated with the Escrow Agent (the "Title Company"), showing the status of Seller’s title to the Property, together with complete and legible copies of all documents shown therein as exceptions to title ("Exceptions"). Buyer shall have until the date that is five (5) days after the Title Company delivers the Preliminary Report and Exceptions to Buyer within which to give notice in writing to Seller of any objection to such title or to any liens or encumbrances affecting the Property. Within five (5) days after receipt of such notice from Buyer, Seller shall give Buyer written notice of whether it is willing and able to remove the objected-to Exceptions. Without the need for objection by Buyer, Seller shall, with respect to liens and encumbrances that can be satisfied and released by the payment of money, eliminate such exceptions to title on or before Closing. Within five (5) days after receipt of such notice from Seller (the "Title Contingency Date"), Buyer shall elect whether to: (i) purchase the Property subject to those objected-to Exceptions which Seller is not willing or able to remove; or (ii) terminate this Agreement. If Buyer fails to give Seller notice of Buyer’s election, then such inaction shall be deemed to be Buyer’s election to terminate this Agreement. On or before the Closing Date (defined below), Seller shall remove all Exceptions to which Buyer objects and which Seller agrees, or is deemed to have agreed, Seller is willing and able to remove. All remaining Exceptions set forth in the Preliminary Report and those Exceptions caused by or agreed to by Buyer shall be deemed "Permitted Exceptions."

  • Post-Closing Actions Notwithstanding anything to the contrary contained in this Agreement or the other Credit Documents, the parties hereto acknowledge and agree that:

  • Post-Closing Deliveries (a) The Borrower hereby agrees to deliver, or cause to be delivered, to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, the items described on Schedule 5.15 hereof on or before the dates specified with respect to such items, or such later dates as may be agreed to by, or as may be waived by, the Administrative Agent in its sole discretion.

  • 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:

  • Post-Closing Obligations Seller and Buyer agree to the following post-Closing obligations:

  • Post-Closing Adjustments As soon as practicable after the Closing, but in no event later than one hundred eighty (180) days thereafter, Seller shall prepare and deliver to Purchaser a final settlement statement (the “Final Settlement Statement”) setting forth each adjustment or payment that was not finally determined as of the Closing and showing the calculation of such adjustments and the resulting Final Purchase Price. Seller shall make its workpapers and other information available to Purchaser to review in order to confirm the adjustments shown on Seller’s draft. As soon as practicable after receipt of the Final Settlement Statement, but in no event later than sixty (60) days thereafter, Purchaser shall deliver to Seller a written report containing any changes that Purchaser proposes to make to the Final Settlement Statement. Any failure by Purchaser to deliver to Seller the written report detailing Purchaser’s proposed changes to the Final Settlement Statement within sixty (60) days following Purchaser’s receipt of the Final Settlement Statement shall be deemed an acceptance by Purchaser of the Final Settlement Statement as submitted by Seller. The parties shall agree with respect to the changes proposed by Purchaser, if any, no later than sixty (60) days after Seller receives from Purchaser the written report described above containing Purchaser’s proposed changes. If the Purchaser and the Seller cannot then agree upon the Final Settlement Statement, the determination of the amount of the Final Settlement Statement shall be submitted to a mutually agreed firm of independent public accountants (the “Accounting Firm”). The determination by the Accounting Firm shall be conclusive and binding on the parties hereto and shall be enforceable against any party hereto in any court of competent jurisdiction. Any costs and expenses incurred by the Accounting Firm pursuant to this Section 12.1 shall be borne by the Seller and the Purchaser equally. The date upon which such agreement is reached or upon which the Final Purchase Price is established, shall be herein called the “Final Settlement Date.” In the event

  • Closing Escrow The Closing shall take place by means of a so called “New York style” escrow (the “Closing Escrow”), and, at or prior to the Closing, the Parties shall enter into a closing escrow agreement with the Escrow Agent with respect to the Closing Escrow in form and substance reasonably acceptable to Seller, Purchaser and the Escrow Agent (the “Closing Escrow Agreement”) pursuant to which (i) the Purchase Price to be paid by Purchaser pursuant to Section 3.3 shall be deposited with Escrow Agent, (ii) all of the documents required to be delivered by Seller and Purchaser at Closing pursuant to this Agreement shall be deposited with Escrow Agent, and (iii) at Closing, the Purchase Price (as adjusted pursuant to Section 3.1) and the Xxxxxxx Money shall be disbursed to Seller and the documents deposited into the Closing Escrow shall be delivered to Seller and Purchaser (as the case may be) pursuant to the Closing Escrow Agreement.

  • Post-Closing (a) Take all necessary actions to satisfy the items described on Schedule 7.12 (as may be updated pursuant to this Agreement) within the applicable period of time specified in such Schedule (or such longer period as the Administrative Agent may agree in its sole discretion).

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