Common use of Leases and Contracts Clause in Contracts

Leases and Contracts. Without the prior written consent of Purchaser, Seller shall neither enter into any new, nor terminate, modify, extend, amend or renew any existing, lease or service, management, maintenance, repair, employment, union, construction, leasing or other contract or agreement affecting the MOB Property, except that Seller may enter into any service, maintenance or repair contract in the ordinary course of business provided such contract terminates on or prior to the Closing Date. If Purchaser does not respond in writing to Seller’s request for approval or disapproval of any such action within ten (10) Business Days after Purchaser’s receipt of Seller’s request, Purchaser shall be conclusively deemed to have approved of such action. Purchaser hereby agrees that all such requests by Seller shall be directed to the attention of: CHP Partners, LP 000 Xxxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attn: Xxxx Xxxxxxx, Esq. and Xxxxx Xxxxxx Notwithstanding the foregoing, Seller may take any of the foregoing actions to the extent such actions are mandatory (for example, a Lease renewal pursuant to the exercise of an existing option right) without Purchaser’s consent; provided, however, that to the extent any of the economic terms of such mandatory agreements are discretionary and not explicit, such terms shall be subject to Purchaser’s prior written consent, which will not be unreasonably withheld or delayed. Any new lease or lease amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Lease” for purposes of this Agreement (as defined in Section 7.1.4 hereof), and any new contract or contract amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Contract” for purposes of this Agreement (as such term is defined in Section 7.1.6 hereof). On or before the expiration of the Inspection Period, Purchaser shall notify Seller in writing if Purchaser elects to assume at Closing any of the Contracts (the “Assumed Contracts”). Any Contracts which are not Assumed Contracts shall be effectively terminated by Seller on or before the Closing Date, and Seller shall be responsible for all termination fees or penalties and all sums due under such terminated Contracts prior to the Closing Date. The parties acknowledge that any existing property management agreement will not be assumed by Purchaser.

Leases and Contracts. Without (a)Within fifteen (15) days after the prior written consent of PurchaserEffective Date, Seller shall neither enter into any newdeliver to Purchaser copies of all Leases and all of the Existing Contracts. (b)Upon delivery of all Leases and Existing Contracts, nor terminateSeller shall provide Purchaser written notice stating that to its knowledge, modify, extend, amend or renew any existing, lease or service, management, maintenance, repair, employment, union, construction, leasing or other contract or agreement affecting the MOB Property, except that Seller may enter into any service, maintenance or repair contract in the ordinary course of business provided such contract terminates on or prior it has effectively delivered to the Closing DatePurchaser all Leases and Existing Contracts as required herein ("Leases and Existing Contracts Delivery Notice"). If Purchaser does not respond in writing to Seller’s request for approval or disapproval of any such action within ten shall have five (105) Business Days after Purchaser’s from the date of the Leases and Existing Contracts Delivery Notice in which to notify Seller in writing of any Leases and Existing Contracts it reasonably believes Seller failed to deliver, and in such event, Seller shall have five (5) Business Days from the date of such notice to remedy any deficiencies and deliver a new Leases and Existing Contracts Delivery Notice. Purchaser shall have sixty (60) days following the date of receipt of Seller’s request, Purchaser shall be conclusively deemed a satisfactory Leases and Existing Contracts Delivery Notice to have approved of such action. Purchaser hereby agrees that all such requests by Seller shall be directed to the attention of: CHP Partners, LP 000 Xxxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attn: Xxxx Xxxxxxx, Esq. and Xxxxx Xxxxxx Notwithstanding the foregoing, Seller may take any conduct its review of the foregoing actions to Leases and Existing Contracts (the extent such actions are mandatory (for example, a Lease renewal pursuant to the exercise of an existing option right) without Purchaser’s consent; provided, however, that to the extent any of the economic terms of such mandatory agreements are discretionary "Leases and not explicit, such terms shall be subject to Purchaser’s prior written consent, which will not be unreasonably withheld or delayed. Any new lease or lease amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Lease” for purposes of this Agreement (as defined in Section 7.1.4 hereof), and any new contract or contract amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Contract” for purposes of this Agreement (as such term is defined in Section 7.1.6 hereofExisting Contracts Review Period"). On or before Prior to the expiration of the Inspection Leases and Existing Contracts Review Period, Purchaser shall notify Seller in writing if of any objections Purchaser elects has to assume at Closing any matters shown or referred to in the Leases or Existing Contracts. (c)With regard to any matter to which Purchaser objects relating to Purchaser's review of the Leases and Existing Contracts during the Leases and Existing Contracts Review Period Seller agrees to use commercially reasonable efforts to resolve such objections. As to any matter Seller does not resolve, despite commercially reasonable efforts, Purchaser may either (the “Assumed Contracts”). Any Contracts which are a) waive its objections and close as otherwise contemplated in this Agreement, (b) extend Seller's period for curing objections or satisfying requirements (but not Assumed Contracts shall be effectively terminated by Seller on or before beyond the Closing Date, and ) or (c) terminate this Agreement by written notice to Seller shall be responsible for all termination fees or penalties and all sums due under such terminated Contracts prior to the Closing Date. The parties acknowledge that any existing property management agreement will not be assumed by Purchaserexpiration of the Leases and Existing Contracts Review Period.

Leases and Contracts. Without Each of the prior written consent leases, operating agreements, concessions, permits, and other agreements described in Exhibit G hereto relating to the Subject Interests is valid and subsisting; such leases, concessions, permits will be maintained in effect as to the lands covered thereby by production from the Xxxxx located on such leases or by timely meeting the drilling obligations thereunder; there is not under any such leases, concessions, permits or contracts any existing breach or default or event that with notice or lapse of Purchasertime, Seller shall neither enter into any newor both, nor terminatewould constitute a breach or default. Xxxxxxxx has fulfilled all requirements for filings, modifycertificates, extenddisclosures of parties in interest, amend and other similar matters contained in (or renew any existingotherwise applicable thereto by law, lease rule or serviceregulation) the leases, management, maintenance, repair, employment, union, construction, leasing concessions or permits or other contract or agreement affecting the MOB Property, except that Seller may enter into any service, maintenance or repair contract in the ordinary course of business provided such contract terminates on or prior documents applicable to the Closing DateSubject Interests and is fully qualified to own and hold all such leases or other interests relating to the Subject Interests. If Purchaser does There are no obligations (excluding those described on Exhibit G) to engage in continuous development operations in order to maintain the Subject Interests or other interest in force and effect for the areas and depths covered thereby; there are no provisions applicable to such leases, concessions or permits or other documents which increase the royalty share of the any person thereunder. Upon the establishment of production in commercial quantities, the leases, concessions, permits and other interests will be in full force and effect over the economic life of the property involved and do not respond have terms fixed by a certain number of years. With respect to tangible personal property held by Xxxxxxxx under lease, all such agreements are valid, binding and in writing to Seller’s request for approval or disapproval of full force and effect and Xxxxxxxx is not in default under any such action within ten (10) Business Days after Purchaser’s receipt of Seller’s request, Purchaser shall be conclusively deemed to have approved of such actionlease. Purchaser hereby agrees that all such requests by Seller shall be directed to the attention of: CHP Partners, LP 000 Xxxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attn: Xxxx Xxxxxxx, Esq. and Xxxxx Xxxxxx Notwithstanding the foregoing, Seller may take any The copies of the foregoing actions leases and agreements described in Exhibit G to the extent such actions are mandatory (for example, a Lease renewal pursuant to the exercise of an existing option right) without Purchaser’s consent; provided, however, that to the extent any of the economic terms of such mandatory agreements are discretionary and not explicit, such terms shall be subject to Purchaser’s prior written consent, which will not be unreasonably withheld or delayed. Any new lease or lease amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Lease” for purposes of this Agreement (as defined in Section 7.1.4 hereof)which have been heretofore delivered to Endeavor are true and complete copies thereof, and any new contract or contract amendment which Seller is permitted with all amendments to enter into hereunder and does enter into shall be deemed a “Contract” for purposes of this Agreement (as such term is defined in Section 7.1.6 hereof). On or before the expiration of the Inspection Period, Purchaser shall notify Seller in writing if Purchaser elects to assume at Closing any of the Contracts (the “Assumed Contracts”). Any Contracts which are not Assumed Contracts shall be effectively terminated by Seller on or before the Closing Date, and Seller shall be responsible for all termination fees or penalties and all sums due under such terminated Contracts prior to the Closing Date. The parties acknowledge that any existing property management agreement will not be assumed by Purchaserdate.

Leases and Contracts. Without All residential Leases shall be written on the standard form (without any material changes) which Lender has approved and shall be on arm's-length terms consistent with the terms for similar residential Leases in the market area of each Individual Property, shall provide for free rent only if the same is consistent with prevailing market conditions and Legal Requirements and shall provide for charges and market rents then prevailing in the market area of such Individual Property or as may be required by law. Such residential Leases shall also provide for Security Deposits in reasonable amounts if the same is consistent with prevailing market conditions in the area where the applicable Individual Property is located. Borrower shall also submit to Lender for Lender's approval, which approval shall not be unreasonably withheld, prior written consent to the execution thereof, any proposed Lease or license of Purchaser, Seller more than five percent (5%) of the rentable square footage of the Improvements on any Individual Property other than residential leases. Borrower shall neither enter into not execute any new, nor terminate, modify, extend, amend Lease or renew license agreement for all or a substantial portion of any existing, lease or service, management, maintenance, repair, employment, union, construction, leasing or other contract or agreement affecting the MOB Individual Property, except that Seller may enter into any servicefor an actual occupancy by the tenant, maintenance lessee or repair contract in the ordinary course of business provided such contract terminates on or prior to the Closing Date. If Purchaser does not respond in writing to Seller’s request for approval or disapproval of any such action within ten (10) Business Days after Purchaser’s receipt of Seller’s request, Purchaser shall be conclusively deemed to have approved of such action. Purchaser hereby agrees that all such requests by Seller shall be directed to the attention of: CHP Partners, LP 000 Xxxxx Xxxxxx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attn: Xxxx Xxxxxxx, Esq. licensee thereunder and Xxxxx Xxxxxx Notwithstanding the foregoing, Seller may take any of the foregoing actions to the extent such actions are mandatory (for example, a Lease renewal pursuant to the exercise of an existing option right) without Purchaser’s consent; provided, however, that to the extent any of the economic terms of such mandatory agreements are discretionary and not explicit, such terms shall be subject to Purchaser’s with Lender's prior written consent. Borrower shall at all times promptly and faithfully perform, which will not or cause to be unreasonably withheld or delayed. Any new lease or lease amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Lease” for purposes of this Agreement (as defined performed, in Section 7.1.4 hereof)all material respects, and any new contract or contract amendment which Seller is permitted to enter into hereunder and does enter into shall be deemed a “Contract” for purposes of this Agreement (as such term is defined in Section 7.1.6 hereof). On or before the expiration all of the Inspection Periodcovenants, Purchaser shall notify Seller conditions and agreements contained in writing if Purchaser elects all Leases or licenses with respect to assume at Closing any each Individual Property, now or hereafter existing, on the part of the Contracts (landlord, lessor or licensor thereunder to be kept and performed. Upon the “Assumed Contracts”)request of Lender, Borrower shall deliver to Lender a copy of any non-residential Lease or Contract that is not terminable upon 60 days notice or that requires annual payments of $100,000 or more. Any Contracts which are Borrower shall not Assumed Contracts do or suffer to be done any act that might reasonably be expected to result in a default by the landlord, lessor or licensor or other party under any such Lease or Contract or allow the tenant, resident, licensee or other contracting party thereunder to withhold payment or rent and, shall be effectively terminated by Seller on not further assign any Lease or before Contract or any Rents or other payments. Borrower, at no cost or expense to Lender, shall enforce, short of termination, the Closing Date, performance and Seller shall be responsible for all termination fees or penalties observance of each and all sums due every material condition and covenant of each of the parties under such terminated Contracts prior to the Closing Date. The parties acknowledge that any existing property management agreement will not be assumed by Purchaser.Leases and