Common use of The Transfer Documents Clause in Contracts

The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.

Appears in 3 contracts

Samples: Master Purchase Agreement (Cole Credit Property Trust V, Inc.), Master Purchase Agreement (Cole Credit Property Trust V, Inc.), Purchase Agreement (Cole Corporate Income Trust, Inc.)

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The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form a preliminary draft of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed agreed-upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form a preliminary draft of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form a preliminary draft of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. The final form and content of the Xxxx of Sale, the Assignment Agreement and the Deed shall be agreed upon by the parties in good faith prior to the expiration of the Study Period (defined below). Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.

Appears in 1 contract

Samples: Purchase Agreement (Cole Office & Industrial REIT (CCIT II), Inc.)

The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty quitclaim deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other customary and reasonable conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto. During the Study Period, the Parties shall identify what Warranties, and related conditions, shall be required of Seller.

Appears in 1 contract

Samples: Purchase Agreement (Cole Office & Industrial REIT (CCIT II), Inc.)

The Transfer Documents. The Personalty at the Property shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts relating to the Property shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions Purchase Agreement and Escrow Instructions Tractor Supply Company – Midland, NC no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.

Appears in 1 contract

Samples: Purchase Agreement (Cole Credit Property Trust V, Inc.)

The Transfer Documents. The With respect to each Property, the Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special limited warranty deeddeed for the three Ohio Properties, the agreed upon form of which is attached hereto as Exhibit E E-1, and Seller’s special warranty deed for the two Pennsylvania Properties, the agreed upon form of which is attached hereto as Exhibit E-2 (collectively, the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.

Appears in 1 contract

Samples: Master Purchase Agreement (Cole Real Estate Income Strategy (Daily Nav), Inc.)

The Transfer Documents. The Personalty located on or used in connection with each Property shall be transferred by that those certain xxxx bills of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (collectively, the “Xxxx Bills of Sale”); the Lease Leases shall be transferred by that those certain assignment assignments and assumption assumptions of lease, the agreed upon form of which is attached hereto as Exhibit C (collectively, the “Assignment Assignments of Lease”); the Permits, Warranties and Contracts with respect to each Property shall be transferred by that those certain assignment and assumption agreementagreements, the agreed upon form of which is attached hereto as Exhibit D (collectively, the “Assignment AgreementAgreements”); and the each parcel of Real Property, together with the Building and the Improvements located thereon shall be transferred and conveyed by execution and delivery of Seller’s special warranty deedbargain and sale deeds with covenants against grantor’s acts, the agreed upon form of which is attached hereto as Exhibit E (collectively, the “DeedDeeds”). The Xxxx Bills of Sale, the Assignment Assignments of Lease, the Assignment Agreement Agreements and the Deed Deeds are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall use commercially reasonable efforts to obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto.

Appears in 1 contract

Samples: Master Purchase Agreement (Cole Credit Property Trust Iv, Inc.)

The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall use its commercially reasonable efforts to obtain such approval and satisfy all such conditions no later than XXX (as defined below), includingprovided, without limitationhowever, payment that in the event Seller is unable to obtain such approval despite using commercially reasonable efforts, Seller shall not be in default hereunder and such failure shall not be deemed to be a failure of a condition to closing; and, provided further, that Seller shall have no obligation to incur expenses or pay any fees relating theretoin connection with obtaining such approval.

Appears in 1 contract

Samples: Master Purchase Agreement (Cole Real Estate Income Strategy (Daily Nav), Inc.)

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The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties Warranties, Contracts and Service Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deeddeed subject only to the Permitted Exceptions (as hereinafter defined), the agreed upon form of which special warranty deed is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall use commercially reasonable efforts to obtain such approval approval, and satisfy all such conditions no later than XXX (as defined below)prior to XXX, including, without limitationbut not limited to arranging any required inspections, payment all at Buyer’s sole cost and expense payable by Buyer at XXX. It shall not be a condition precedent to Buyer’s obligation to proceed to XXX that the transfer of any fees relating theretoWarranties occurs prior to XXX, and Buyer may continue to pursue the transfer of any Warranties not transferred at XXX after XXX.

Appears in 1 contract

Samples: Purchase Agreement (Cole Corporate Income Trust, Inc.)

The Transfer Documents. The All of Seller’s interest, if any, in the Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); all of (i) the Required Items (as defined below), to the extent assignable, and (ii) Seller’s interest, if any, to the extent transferrable, in the other Permits, Warranties and Contracts shall be transferred by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event transfer of any Warranty transfer that is not a Required Item requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transfer, Seller shall use commercially reasonable efforts to obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of any fees relating thereto. The roof warranty for the Improvements and any warranties for Tenant’s Work (as defined in the Lease) that have been assigned to Seller are collectively referred to as the “Required Items.

Appears in 1 contract

Samples: Purchase Agreement and Escrow Instructions (AmREIT Monthly Income & Growth Fund IV LP)

The Transfer Documents. The Personalty shall be transferred by that certain xxxx of sale from Seller to Buyer, the agreed upon form of which is attached hereto as Exhibit B (the “Xxxx of Sale”); the Lease shall be transferred by that certain assignment and assumption of lease, the agreed upon form of which is attached hereto as Exhibit C (the “Assignment of Lease”); the Permits, Warranties and Contracts shall be transferred transferred, to the extent transferable, by that certain assignment and assumption agreement, the agreed upon form of which is attached hereto as Exhibit D (the “Assignment Agreement”); and the Real Property, the Building and the Improvements shall be transferred and conveyed by execution and delivery of Seller’s special warranty Grant, Bargain, Sale deed, the agreed upon form of which is attached hereto as Exhibit E (the “Deed”). The Xxxx of Sale, the Assignment of Lease, the Assignment Agreement and the Deed are hereinafter collectively referred to as the “Transfer Documents”. Notwithstanding the foregoing, in the event any Warranty transfer requires the approval of the applicable warrantor and/or satisfaction of any other conditions to such transferwarrantor, Seller shall use reasonable commercial efforts to obtain such approval and satisfy all such conditions no later than XXX (as defined below), including, without limitation, payment of however such approval shall not in any fees relating theretomanner be a condition to close the transaction contemplated by this agreement nor shall the XXX be extended for such purpose. Seller shall not be obligated to expend any money to obtain such approvals.

Appears in 1 contract

Samples: Purchase Agreement (Cole Office & Industrial REIT (CCIT II), Inc.)

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