Pre-Closing Expenses. Buyer and Seller are aware that the Closing Agent and/or the Title Provider may incur certain expenses during the course of processing this transaction that must be paid prior to Closing. Such costs may include, but are not limited to, demand request fees, homeowner association document fees, courier fees, overnight mail service and building and/or inspection reports, if applicable. Closing Agent is authorized and instructed to release funds for payment of such costs prior to Closing from the Xxxxxxx Money. The Parties acknowledge that any funds released under this Section are not refundable and Closing Agent and Title Agent are specifically released from all responsibility and/or liability for payment of any funds released under this Section. At Closing, Closing Agent is authorized to charge the appropriate Party for costs incurred or credit either one if necessary.
Pre-Closing Expenses. All bills and invoices for labor, goods, material and services of any kind relating to the Property for the period prior to Closing, other than those incurred by an tenant at the Property, have been or will be paid in full prior to Closing, if such bills and invoices are received by Contributor prior to Closing; otherwise, if received post-closing, Contributor hereby covenants and agrees to cause such bills and invoices to be paid promptly upon receipt thereof.
Pre-Closing Expenses. Sellers have paid or will pay or cause to be paid in full, prior to the Closing, all bills and invoices for labor, goods, material and services of any kind relating to the Projects and utility charges, relating to the period prior to the Closing. Except as the parties may otherwise agree at or prior to Closing, any alterations, installations, decorations and other work required to be performed under any and all agreements affecting the Projects have been or will, by the Closing, be completed and paid for in full.
Pre-Closing Expenses. Except as otherwise specifically provided in this Agreement or in any other written agreement that may be entered into between Seller and Purchaser, Seller has paid or will pay in full, prior to Closing (or promptly following receipt of a bxxx therefor if not received by the Closing), all bills and invoices for labor, goods, material and services of any kind relating to the Property and utility charges, relating to the period prior to Closing. Any alterations, installations, decorations and other work required to be performed by Seller under any and all agreements affecting the Property have been or will, by the Closing, be completed (except as otherwise provided in Section 4.3) and paid for in full by Seller.
Pre-Closing Expenses. Seller will not be delinquent in paying, and will not allow either Property Entity under its Existing Lease to be delinquent in paying, all bills and invoices for labor, goods, material and services of any kind relating to the respective Property and utility charges (except if and to the extent such utility charges are billed directly to tenants), relating to the period prior to such Closing.
Pre-Closing Expenses. Except as otherwise specifically provided in this Agreement, Seller has paid or will pay in full, prior to Closing (or promptly following receipt of a xxxx therefor if not received by the Closing), all bills and invoices for labor, goods, material and services of any kind relating to the Property (excepting the Building F Property other than to the extent Seller is liable therefore under the Existing Building F Lease) and utility charges, relating to the period prior to Closing to the extent such bills and invoices are due and payable prior to Closing (so that no bills and invoices are delinquent as of the Closing) except to the extent, if any, Seller is contesting in good faith any such bills and invoices. Any alterations, installations, decorations and other work performed by Seller under any and all agreements affecting the Property (excluding the Building F Property other than to the extent Seller is liable therefore under the Existing Building F Lease) have been or will, by the Closing, be completed and paid for in full by Seller other than: (a) in connection with Seller’s construction activities contemplated by this Agreement, (b) other alterations consented to by Purchaser, which consent shall not be unreasonably withheld, conditioned or delayed, and (c) ordinary course alterations that will be paid timely by Seller in the ordinary course of Seller’s business, all outstanding invoices under clauses (a) through (c) above will be paid current in the ordinary course of Seller’s business.
Pre-Closing Expenses. Each Owner has paid or will pay or cause to be paid in full, prior to the Closing, all bills and invoices received prior to the Closing Date for labor, goods, material and services of any kind relating to its Project and utility charges for the period prior to the Closing. Contributor shall pay to Acquiror promptly upon demand all bills and invoices received after the Closing Date for labor, goods, material and services of any kind relating to any Project and utility charges for the period prior to the Closing. Except as disclosed in SCHEDULE 12.4, any alterations, installations, decorations and other work required to be performed on or prior to the Closing under any and all agreements affecting any Project have been or will, by the Closing, be completed and paid for in full.
Pre-Closing Expenses. PURCHASER and Seller are aware that the ESCROW AGENT may incur certain expenses during the course of processing this transaction which must be paid prior to the Closing Date. Such costs may include, but are not limited to, demand request fees, homeowner association document fees, courier fees, overnight mail service and City building reports, if applicable. ESCROW AGENT is authorized and instructed to release funds for payment of such costs prior to the Closing Date from funds deposited with ESCROW AGENT by PURCHASER. The parties acknowledge that said funds are not refundable and ESCROW AGENT is specifically released from all responsibility and/or liability for payment of any funds pre-released through the Transaction. At Closing, ESCROW AGENT is authorized to charge the appropriate party for costs incurred or credit either one if necessary.
Pre-Closing Expenses. Seller shall fund the costs and expenses of the GVB Companies incurred from November 7, 2023 through the Closing (which, together with the expenses of ESI, PTB Investment Holdings, LLC and Bridgeway Distribution, LLC during such period (the “Expense Period”), the “Pre-Closing Expenses”) up to One Million Two Hundred Fifty Thousand Dollars ($1,250,000) (the “Expense Cap”). Seller shall have no obligation to fund any Pre-Closing Expenses above the Expense Cap. If the parties agree, in writing, to exceed the Expense Cap during the Expense Period, Buyer shall pay to Seller the amount by which the Pre-Closing Expenses exceed the Expense Cap within five (5) business days following Closing. Any payments made pursuant to this Section 1.04 shall be treated as an adjustment to the Purchase Price by the parties for tax purposes to the maximum extent permitted by applicable law.
Pre-Closing Expenses. Except as otherwise specifically provided in this Contract, Seller has paid or will pay in full, prior to Closing, all bills and invoices for labor, goods, material and services of any kind relating to the Property and utility charges (except if and to the extent such utility charges are billed directly to Tenants), relating to the period prior to Closing.
