Common use of Advise of Material Occurrences Clause in Contracts

Advise of Material Occurrences. Until the Release Time, each of the REIT and OPCO will endeavor, in the exercise of good faith efforts, promptly advise the Seller Parties of any material fact or occurrence or any pending or threatened material occurrence of which either REIT or OPCO knowledge and which (if existing and known at the date of the execution of this Agreement) either REIT or OPCO has reason to believe would have been required to be set forth or disclosed in or pursuant to this Agreement, which (if existing and known at any time prior to or at the Closing Date) either REIT or OPCO has reason to believe would make the performance by any party of a covenant contained in this Agreement impossible or make such performance materially more difficult than in the absence of such fact or occurrence, or which (if existing and known at the time of the Closing Date) either REIT or OPCO has reason to believe would cause a condition to any party’s obligations under this Agreement not to be fully satisfied and make any of the statements provided by REIT or OPCO with respect to the Subject Property that would be required to be stated in a Registration Statement or Exchange Act Filing (under Regulation S-K) not true and correct in all material respects or omit any material fact which any Seller Party has reason to believe would make the statements made therein not true and correct in all material respects.

Advise of Material Occurrences. Until the Release Time, each of the REIT and OPCO Seller Party will endeavor, in the exercise of good faith efforts, promptly advise the Seller Parties REIT of any material fact or occurrence or any pending or threatened material occurrence of which either REIT or OPCO any Seller Party obtains knowledge and which (if existing and known at the date of the execution of this Agreement) either REIT or OPCO any Seller Party has reason to believe would have been required to be set forth or disclosed in or pursuant to this Agreement, which (if existing and known at any time prior to or at the Closing Date) either REIT or OPCO any Seller Party has reason to believe would make the performance by any party of a covenant contained in this Agreement impossible or make such performance materially more difficult than in the absence of such fact or occurrence, or which (if existing and known at the time of the Closing Date) either REIT or OPCO any Seller Party has reason to believe would cause a condition to any party’s obligations under this Agreement not to be fully satisfied and make any of the statements provided by REIT or OPCO any Seller Party with respect to the Subject Property that would be required to be stated in a Registration Statement or Exchange Act Filing (under Regulation S-K) not true and correct in all material respects or omit any material fact which any Seller Party has reason to believe would make the statements made therein not true and correct in all material respects, it being understood that Seller is not and will not be involved in the preparation of the Registration Statement or Exchange Act Filing (which will be prepared by the REIT and its professional advisors) and except with respect to such information will have no responsibility therefor. FCRETI shall provide such information that the REIT reasonably requests for inclusion in the Registration Statement or the Exchange Act Filing and provide a representation and warranty with respect to the accuracy and completeness of such information.

Advise of Material Occurrences. Until the Release Time, each of the REIT and OPCO Seller Party will endeavor, in the exercise of good faith efforts, promptly advise the Seller Parties BUYER of any material fact or occurrence or any pending or threatened material occurrence of which either REIT or OPCO any Seller Party obtains knowledge and which (if existing and known at the date of the execution of this Agreement) either REIT or OPCO any Seller Party has reason to believe would have been required to be set forth or disclosed in or pursuant to this Agreement, which (if existing and known at any time prior to or at the Closing Date) either REIT or OPCO any Seller Party has reason to believe would make the performance by any party of a covenant contained in this Agreement impossible or make such performance materially more difficult than in the absence of such fact or occurrence, or which (if existing and known at the time of the Closing Date) either REIT or OPCO any Seller Party has reason to believe would cause a condition to any party’s obligations under this Agreement not to be fully satisfied and make any of the statements provided by REIT or OPCO any Seller Party with respect to the Subject Property that would be required to be stated in a Registration Statement or Exchange Act Filing (under Regulation S-K) not true and correct in all material respects or omit any material fact which any Seller Party has reason to believe would make the statements made therein not true and correct in all material respects, it being understood that Seller is not and will not be involved in the preparation of the Registration Statement or Exchange Act Filing (which will be prepared by the BUYER and its professional advisors) and except with respect to such information will have no responsibility therefor. SELLER shall provide such information that the BUYER reasonably requests for inclusion in the Registration Statement or the Exchange Act Filing and provide a representation and warranty with respect to the accuracy and completeness of such information.