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Contract analysis / wire-instructions-seller.docx
wire-instructions-seller.docx
High · 0
Medium · 1
Standard · 2
1. Purpose and Context
Standard
⚑ Commercial term
1. Purpose and Context This memorandum sets forth the verified wire transfer instructions for the disbursement of closing proceeds to the Seller, Greystone Meridian Partners Fund III, L.P. (EIN: 83-1647205), a Delaware limited partnership ("Seller" or "GMP Fund III"), in connection with the closing of the transactions contemplated by that certain Purchase and Sale Agreement, dated as of February 28, 2024 (the "Origin
2. Seller Entity Information
2. Seller Entity Information The following information identifies the Seller entity that is the designated beneficiary of the Closing proceeds to be wired pursuant to these instructions: The following individuals are the authorized signatories of the General Partner for purposes of wire instruction verification and any amendments thereto: (i) Victor Lansdell, Co-Founder & Managing Partner, Greystone Meridian Capital
3. Wire Transfer Instructions — Primary Account
3. Wire Transfer Instructions — Primary Account All Closing proceeds payable to Seller shall be wired to the following account. These instructions apply to all wires to Seller, including (without limitation) the net equity proceeds wire, any earnest money deposit release wire, and any post-closing adjustment or escrow release wire, unless Seller provides amended wire instructions in accordance with the verification p
4. Summary of Anticipated Wires to Seller
Standard
⚑ Commercial term
4. Summary of Anticipated Wires to Seller The specific dollar amounts of all wires to be made on the Closing Date are governed by the Closing Settlement Statement (Seller) and the Funds Flow Memorandum, each dated June 5, 2024. The following summary is provided for indicative reference purposes only and is subject to final adjustment as reflected in the Closing Settlement Statement (Seller). In the event of any discr
5. Verification Procedures
5. Verification Procedures 5.1 Source of Wire Instructions The wire transfer instructions set forth in Section 3 of this memorandum were obtained directly from Seller's counsel, Blackridge Hayes LLP, through the following representatives: (a) Nathaniel Pryce, Lead Partner, Blackridge Hayes LLP; and (b) Thomas Keating, Senior Associate, Blackridge Hayes LLP. Blackridge Hayes LLP's offices are located at 1285 Avenue of
6. Seller's Certification
6. Seller's Certification The undersigned, as an authorized representative of the General Partner of Seller, hereby certifies to Buyer, Escrow Agent, and their respective counsel that the wire transfer instructions set forth in Section 3 of this memorandum are true, correct, and complete in all respects, and that the account identified therein is owned and controlled by Greystone Meridian Partners Fund III, L.P. The
7. Seller's Counsel Confirmation
7. Seller's Counsel Confirmation The undersigned, as counsel to Seller in connection with the transactions contemplated by the Purchase Agreement, hereby confirms that the wire transfer instructions set forth in Section 3 of this memorandum are consistent with the wire transfer instructions provided by Seller to the undersigned and that such instructions have been verified by the undersigned with Seller's authorized
8. Escrow Agent Acknowledgment
Medium
⚑ Confidentiality undertaking
8. Escrow Agent Acknowledgment The undersigned, on behalf of Commonwealth National Title Insurance Company, in its capacity as Escrow Agent under the Purchase Agreement, hereby acknowledges receipt of the wire transfer instructions set forth in this memorandum and agrees to use such instructions for purposes of disbursing the Earnest Money Deposit (in the aggregate amount of $55,000,000) and any other amounts payable