Due Diligence Receipt Date definition

Related to Due Diligence Receipt Date

Due Diligence Request means the due diligence request letter from Xxxxxxx and Xxxxxx LLP, counsel to the Purchaser, dated March 6, 2024.
Due Diligence Review means the performance by Buyer of any or all of the reviews permitted under Section 44 hereof with respect to any or all of the Loans or Seller or related parties, as desired by Buyer from time to time.
Due Diligence Fee means a payment of an annual fee equal to $800 due upon the date of this Agreement and $500 due upon each anniversary thereof so long as any Advance is outstanding or available hereunder.
Due Diligence Materials means the information to be provided by Seller to Purchaser pursuant to the provisions of Section 4.1 hereof.
Due Diligence Period has the meaning set forth in Section 4.1.
Due Diligence Examination shall have the meaning set forth in Section 3.2.
Due Diligence Service Provider As defined in Section 12.13(l) of this Agreement.
Due Diligence Information means any information supplied to the Supplier by or on behalf of the Customer prior to the Call Off Commencement Date;
Due Diligence means examinations, inspections, investigations, tests, studies, analyses, appraisals, evaluations and/or investigations with respect to the Property, the Documents, and other information and documents regarding the Property, including, without limitation, examination and review of title matters, applicable land use and zoning Laws and other Laws applicable to the Property, the physical condition of the Property, and the economic status of the Property.
Customer Due Diligence means a process which involves establishing the identity of a client, the identity of the client’s beneficial owners in respect of legal persons and monitoring all transactions of the client against the client’s profile;
Final Closing Statement has the meaning set forth in Section 2.4(a).
Seller’s Solicitors means Xxxxx & XxXxxxxx LLP of 000 Xxx Xxxxxx Xxxxxx, Xxxxxx XX0X 0XX;
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Sellers’ Representative has the meaning set forth in the Preamble.
Inspection Period means the period beginning on the Effective Date and expiring at 5:00 p.m. eastern time on the forty-fifth day after the Effective Date.
Seller has the meaning set forth in the Preamble.
Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.
Seller Representative means Xxxxx Bank.
Seller Representatives has the meaning set forth in Section 5.8(a).
Phase I Report means, with respect to any Facility, a report that (i) conforms to the ASTM Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, E 1527, (ii) was conducted no more than six months prior to the date such report is required to be delivered hereunder, by one or more environmental consulting firms reasonably satisfactory to Administrative Agent, (iii) includes an assessment of asbestos-containing materials at such Facility, (iv) is accompanied by (a) an estimate of the reasonable worst-case cost of investigating and remediating any Hazardous Materials Activity identified in the Phase I Report as giving rise to an actual or potential material violation of any Environmental Law or as presenting a material risk of giving rise to a material Environmental Claim, and (b) a current compliance audit setting forth an assessment of Holdings’, its Subsidiaries’ and such Facility’s current and past compliance with Environmental Laws and an estimate of the cost of rectifying any non-compliance with current Environmental Laws identified therein and the cost of compliance with reasonably anticipated future Environmental Laws identified therein.
NOTICE TO PURCHASERS The information provided is the representation of the Sellers and is based upon the actual knowledge of Sellers as of the date noted. Disclosure by the Sellers is not a substitute for an inspection by an independent home inspection company, and you may wish to obtain such an inspection. The information contained in this statement is not a warranty by the Sellers as to the condition of the property of which the Sellers have no knowledge or other conditions of which the Sellers have no actual knowledge. Rev 03-30-2020 How long have you owned the property? Property System: Water, Sewage, Heating & Air Conditioning ( Answer all that apply) Water Supply Public Well Other Sewage Disposal Public Septic System approved for (# bedrooms) Other Type Garbage Disposal Yes No Dishwasher Yes No Heating Oil Natural Gas Electric Heat Pump Age Other Air Conditioning Oil Natural Gas Electric Heat Pump Age Other Hot Water Oil Natural Gas Electric Capacity Age Please indicate your actual knowledge with respect to the following: Other
Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.
Vendor’s Solicitors means Baker & McKenzie or Chu & Lau (as the casemaybe, please refer to the first page of this tender document); and
Buyer has the meaning set forth in the preamble.
Buyer’s Solicitors means Xxxxxx Xxxxxxx LLP of 0 Xxx Xxxxxx Xxxxxx, Xxxxxx XX0X 0XX;