Title Commitment. Buyer acknowledges receipt of the Title Commitment (the “Current Title Commitment”) with an effective date of September 4, 2018, issued on September 13, 2018, by Texas State Title, LLC. Prior to expiration of the Pre-Closing Period, , Buyer, at its expense, may order an updated title commitment for the Property in the amount of the Purchase Price from Escrow Agent and obtain a copy of all documents which constitute exceptions to the title commitment. Buyer shall give Seller written notice within five (5) days following receipt of the updated title commitment of any condition of title (exceptions or requirements) that is not shown on the Current Title Commitment and that is not satisfactory to Buyer. Seller may, but shall not be obligated, to resolve such matters; provided, however, that mortgage liens may be resolved at closing. If Seller is unable or unwilling to resolve such matters before the expiration of the Pre-Closing Period as defined above, then Buyer may, at Buyer’s sole option, either # accept title subject to the objections raised by Buyer and such accepted objections (along with the matters not objected to) shall become permitted exceptions (“Permitted Exceptions”) without any adjustment in the Purchase Price, or # terminate this Agreement prior to the expiration of the Pre-Closing Period, whereupon the earnest monies (less the independent consideration) shall be immediately returned to Buyer by Escrow Agent, or # work with Seller, if mutually agreeable, to satisfy unacceptable matters and postpone the end of the Pre-Closing Period and/or Closing Date to satisfy these matters. At Closing, Seller shall provide Buyer with an owner’s policy of title insurance in the amount of the Purchase Price. Seller shall pay the cost for the basic cost of the owner’s policy of title insurance, and Buyer shall pay the cost for all endorsements, changes, and modifications to the owner’s policy of title insurance.
No Lender shall be required to make the Incremental Loan except pursuant to a Lender Assumption Agreement signed by such Lender.
The time commitment is anticipated to amount to approximately 3 full day Board meetings p.a. and the related preparatory work, with the possibility of additional Board meetings to address significant matters as they arise.
Commitment Fees. The Borrower agrees to pay to the Administrative Agent for the account of each Revolving Lender a commitment fee, which shall accrue at the Applicable Rate on the average daily unused amount of the Revolving Commitment of such Lender during the period from and including the First Amendment and Restatement Effective Date to but excluding the date such Revolving Commitment terminates. Accrued commitment fees shall be payable in arrears on each Quarterly Date and on the date the Commitments terminate, commencing on the first such date to occur after the First Amendment and Restatement Effective Date. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). For purposes of computing commitment fees, the Revolving Commitment of a Revolving Lender shall be deemed to be used to the extent of the outstanding Revolving Loans and LC Exposure of such Revolving Lender.
Time Commitment. During the Term, [[Mr. Kanas:Person]] shall # dedicate that amount of his business time and attention that he deems reasonably necessary to the performance of the services hereunder (not to exceed 30 hours per month), # perform the services at such locations as he reasonably deems appropriate, # use his reasonable best efforts to promote the best interests of the Company, and # perform the services professionally and consistent with the applicable performance standards of the Company. Notwithstanding the foregoing, the Company and [[Mr. Kanas:Person]] shall use their reasonable best efforts to ensure that the level of [[Mr. Kanas:Person]]' services under this Agreement shall not exceed 20% of the average level of services [[Mr. Kanas:Person]] performed over the 36-month period immediately preceding the Effective Date, consistent with the intent that [[Mr. Kanas:Person]]' termination of employment with the Company constitutes a "separation from service" (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")).
Title Commitment. shall cause to be prepared and delivered to on or before the Title Commitment Delivery Date: # a current commitment for title insurance or preliminary title report (individually, a “Title Commitment” and, collectively, the “Title Commitments”) for each of the Properties issued by the Title Company, in the amount of the Allocated Purchase Price, with as the proposed insured, and # copies of all documents of record referred to in each Title Commitment as exceptions to title to the applicable Property.
Time Commitment. The Advisor shall, and shall cause its Affiliates and their respective employees, officers and agents to, devote to the Company such time as shall be reasonably necessary to conduct the business and affairs of the Company in an appropriate manner consistent with the terms of this Agreement. The Company acknowledges that the Advisor and its Affiliates and their respective employees, officers and agents may also engage in activities unrelated to the Company and may provide services to Persons other than the Company or any of its Affiliates.
Section # Commitment and Structuring Fee. Each of the parties shall pay its own fees and expenses (including the fees of any attorneys, accountants, appraisers or others engaged by such party) in connection with this Agreement and the transactions contemplated hereby, except that [[Organization B:Organization]] shall pay to [[Organization A:Organization]] a structuring fee in the amount of $25,000, which has been paid prior to the date hereof, and a legal fee in the amount of $25,000, which will be paid upon execution of this Agreement. [[Organization B:Organization]] shall pay a commitment fee to [[Organization A:Organization]] in the form of Common Shares with an aggregate market value equal to $300,000 (the “Initial Commitment Fee”), the market value of which shall be determined based on the closing price of the Common Stock on the date the Registration Statement is filed with the SEC (the “Commitment Shares”); provided, however, that [[Organization B:Organization]] may, in its sole discretion, elect to pay any portion of the Initial Commitment Fee in cash, so long as such amount is paid on or prior to the day of filing of the Registration Statement, and the amount of the Initial Commitment Fee paid in cash by [[Organization B:Organization]] shall be entitled to a twenty-five percent (25%) discount; provided, further, that upon the earlier of # twelve (12) months from the date of execution of this Agreement and # the purchase of Common Shares with an aggregate value of fifteen million dollars ($15,000,000) by [[Organization A:Organization]] by means of Purchases Notices issued pursuant to this Agreement, [[Organization B:Organization]] shall pay $200,000 in cash to [[Organization A:Organization]] (the “Final Commitment Fee”). For the avoidance of doubt, the remaining portion of the Initial Commitment Fee not paid in cash (if any) shall be paid in Common Shares and shall not be entitled to any discount. The Commitment Shares issuable hereunder shall be included on the initial Registration Statement and [[Organization B:Organization]] shall be required to promptly file additional registration statements for the issuance of additional Common Shares necessary to satisfy the Commitment Fee amount. The Commitment Shares shall be issued to [[Organization A:Organization]] within five (5) Trading Days of the date of filing of the initial Registration Statement required pursuant to the Registration Rights Agreement. The Initial Commitment Fee and the Final Commitment Fee shall be fully earned and non-refundable, regardless of whether any Purchase Notices are made or settled hereunder or any subsequent termination of this Agreement.
“Commitment Fee” shall have the meaning specified in Section 2.09.
Signature Fee and Suite Fee. The Signature Fee shall be immediately payable by the Forty Seven upon signing this Agreement. The Suite Fee shall be payable in installments each year, with the first payment due on and the second payment due on and thereafter payable during the Term. Subject to clause 14, Forty Seven will pay the Suite Fee to Lonza for the Term of this Agreement. In relation to
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