Common use of Post-Closing Objections Clause in Contracts

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").

Appears in 1 contract

Sources: Asset Purchase Agreement (Cedar Fair L P)

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 ’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").

Appears in 1 contract

Sources: Asset Purchase Agreement (Six Flags Inc)