Owner JV definition
Examples of Owner JV in a sentence
If any representation or warranty is untrue, inaccurate or incorrect but is not untrue, inaccurate or incorrect in any material respect, Owner JV and Lessee JV shall be deemed to waive such misrepresentation or breach of warranty, and Owner JV and Lessee JV shall be required to consummate the transactions contemplated hereby without any reduction of or credit against the Purchase Price.
The Title Company shall have issued or shall be prepared to issue, upon Closing and payment of the applicable premiums therefor, a title policy in substance consistent with the Title Commitment, showing title to the Real Property vested in Owner JV, subject only to (i) customary, “pre-printed” exceptions, and (ii) Permitted Exceptions (the “Title Policy”).
Owner JV shall have delivered all of the items required to be delivered to Hersha Owner pursuant to Section 6.3.
The computation of the adjustments shall be jointly prepared by Hersha Owner and Owner JV.
Each of Owner JV and Lessee JV is in compliance with the requirements of Executive Order No. 133224, 66 Fed.
Notwithstanding any provision to the contrary herein or in any document or instrument (including any deed or assignment) executed by Hersha Owner and/or Hersha Lessee and delivered to Owner JV and Lessee JV at or in connection with the Closing (collectively, “Closing Documents”), the representations and warranties of Hersha Owner and Hersha Lessee contained herein or in any Closing Document shall survive the Closing for a period of twelve (12) months (the “Survival Period”).
As used in this Agreement, “Closing” shall mean the transfer and assignment of the Property to Owner JV and the performance by each Party of the obligations on its part then to be performed under and in accordance with this Agreement.
Any other operating expenses and any other items relating to the Property which are ordinarily adjusted between owners and purchasers of commercial real estate in the State and City of New York comparable to the Property, provided, that, the categories of such operating expenses and any other items are mutually agreed upon by Hersha Owner and Owner JV prior to Closing.
Notwithstanding anything contained in this Agreement to the contrary, in the event that the Closing of one or more Other Properties is delayed beyond the Closing Date pursuant to the applicable Other APCA, Owner JV may, in its sole and absolute discretion, elect to defer the Closing Date provided under this Agreement to a date that is not later than the Outside Closing Date hereunder and under the applicable Other APCA.
Each of Owner JV and Lessee JV is, or prior to closing will be duly qualified to do business in, and in good standing under, the laws of the state where the Property is located.