Air Rights Lease. The Beacon Office Portfolio Properties are subject to two air rights leases, however, no lease payments are required for the term of the leases. Under the Air Lease, Fee Borrower is the lessor and Leasehold Borrower is the lessee. The Air Lease has a term which extends not less than twenty (20) years beyond the maturity date of the Beacon Office Portfolio Loan. The two leases ------------------------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------- LOAN NUMBER LOAN NAME DESCRIPTION OF EXCEPTION -------------------------------------------------------------------------------------------------------------------------------
Air Rights Lease. 26 PURCHASE AND SALE AGREEMENT THIS AGREEMENT (the "Agreement"), dated as of the __________ day of __________ 2003, is made by and between JOHN HANCOCK LIFE INSURANCE COMPANY, a Massachusetts corporation ("Sexxxx"), xxxxng an office at 200 Clarendon Street, Boston, Massachusetts 02117, and BEACON CAPITAL XXXXXXXXX XXXXXXXX XX XXXXXXXXXXX, XXX, x Xxxxxxre limited liability company ("Purchaser"), having an office at One Federal Street, 26th Floor, Boston, Massachusetts 02110.
Air Rights Lease. It is the Seller's and Purchaser's intention after the Date of Closing to attempt, without any duty to pay any monies or incur any liability in obtaining such consent, to obtain the consent of the MTA to an assignment by Seller to Purchaser of Seller's interest as tenant under the Air Rights Lease. In the event consent is obtained in a manner which does not modify any of the terms and provisions of the Air Rights Lease, or on such other terms as Purchaser may approve in its sole discretion, provided the same does not create or impose any liability or obligation on Seller and provides for a release of Seller in accordance with the Air Rights Lease as it exists on this date, Seller, within thirty (30) days thereafter (such date to be established by written notice by either party to the other setting a date not less than seven (7) days after the date of such notice) (the "Assignment Closing Date") shall a) assign the Air Rights Lease to Purchaser, b) convey fee simple title to the Adjoining Parcel, the legal description of which is attached hereto as Exhibit 11.22-1, and c) deliver a deed of the structure of the Garage (together the "Transferred Interests"). Seller and Purchaser agree to cooperate with one another in seeking such consent, and in furtherance thereof shall advise the other prior to engaging in discussions with the MTA and jointly determine the impact of other parties' participation in any such discussions. Other than incidental costs and expenses, such consultant's and attorneys fee's, neither party shall be obligated to incur any cost or expense in such efforts. Five Million Dollars ($5,000,000) (the "Escrowed Sum") shall be deposited in escrow with the Title Company on the Date of Closing. In the event the consent of the MTA is obtained on the terms set forth above within four (4) years of the Date of Closing, the Escrowed Sum shall be paid to Seller on the Assignment Closing Date. If, at the expiration of said four (4) year period the consent has not been obtained on the terms set forth above, the Title Company shall return the Escrowed Sum, together with any remaining accrued interest thereon, to Purchaser. After such four (4) year period, Seller shall have no further obligation to seek the consent of the MTA but if such consent is obtained, Seller shall assign its interest in the Air Rights Lease in accordance with this Paragraph 11.22, provided Seller is reimbursed its costs and expenses, including, without limitation, reasonable attorney...
Air Rights Lease. Borrower hereby represents and warrants to Lender the following with respect to the Air Rights Lease:
Air Rights Lease. The Borrower hereby covenants and agrees with Lender with respect to the Air Rights Lease as follows:
Air Rights Lease. OTR shall not be liable to perform its obligations at Closing unless the following condition is satisfied: prior to Closing, 77 WWLP shall deliver to OTR an estoppel certificate addressed to OTR and the LLC, in the form attached as Appendix 3.8 and incorporated herein, or if not in such form, in such form as is otherwise reasonably satisfactory to OTR, from the landlord under the Air Rights Lease.
Air Rights Lease. The Air Rights Lease (as such term is defined in the Security Instrument) is currently in full force and effect and is unmodified. All representations and warranties of Borrower with respect to the Air Rights Lease as set forth in the Loan Documents have been duly complied with and are true, correct and complete in all respects as of the date hereof. Borrower is unaware of any default under the Air Rights Lease. Any and all consents and approvals required to be obtained under the Air Rights Lease for consummation of the Transfer have been obtained and delivered to Lender.
Air Rights Lease. (a) The leasehold estate created by this Lease for the Plaza Level and floors 3, 5, 6, 7, 8, 9, 11, and 12 of the RiverCenter II Office Building constitutes a sublease of a portion of the premises demised to CPX RiverCenter Two Limited Partnership, as lessee, by the City of Covixxxxx, xx lessor, by an instrument dated and recorded in the lease records of the Kenton County Clerk at Covington, Kentucky as follows: instrument dated August 1, 1988 and recorded September 8, 1988 at 10:22 a.m. in Lease Book 17, Page 645, Kenton County, Kentucky Clerk's records at Covington, Kentucky as assigned by Assignment and Assumption of Second Office Air Rights Lease Agreement and Grant of Easement by and between Corporex Companies, Inc. and CPX RiverCenter Development Corporation recorded September 8, 1988 in Miscellaneous Book 127, Xxxx 000, Xxxxxx Xxxxxx, Xxxxxxxx Xxxrk's records at Covington, Kentucky, as amended by First Amendment to Second Office Air Rights Lease Agreement recorded April 20, 1995 in Miscellaneous Book 301, Xxxx 000, Xxxxxx Xxxxxx, Xxxxxxxx Clerk's records at Covington, Kentucky, and as Subsequently amended by Second Amendment to Second Office Air Rights Lease Agreement recorded August 23, 1995 in Miscellaneous Book 315, Xxxx 000, Xxxxxx Xxxxxx, Xxxxxxxx Xxxrk's records at Covington, Kentucky, and as amended by the Third Amendment to Second Office Air Rights Lease Agreement and Grant of Easements dated December 12, 1995 and recorded December 13, 1995 in Miscellaneous Book 329, Page 92, of the Kenton County, Kentucky Clerk's records at Covington, Kentucky, and as subsequently assigned by Second Assignment and Assumption of Second Office Air Rights Lease Agreement and Grant of Easement by and between CPX-RiverCenter Development Corporation and CPX RiverCenter II Limited Partnership, a Kentucky limited partnership, dated September 4, 1996 and recorded September 6, 1996 in Miscellaneous Book 364, Xxxx 000 Xxxxxx Xxxxxx, Xxxxxxxx Xxxrk's records at Covington, Kentucky, demising the "Second Office Air Lot" as further set forth and described on the Plat of Covington RiverCenter recorded in Plat Envelope 1467, 1467A, 1468, and 1468A, and on the Amended Plat of Covington RiverCenter recorded on August 23, 1995 in Plat Envelope 1726, 1727, and 1728, Kenton County, Kentucky Clerk's records at Covington, Kentucky. Such instruments shall be collectively referred to under this Lease as the "Air Rights Lease". This Lease and all of Tenant's rights hereunder are and ...
Air Rights Lease. The Seller shall have delivered to the Purchaser a written statement from the lessor under the Air Rights Lease acknowledging the commencement and termination dates of the Air Rights Lease, that there is no material default except as otherwise noted in such written statement, that the Air Rights Lease is in full force and effect except as otherwise noted in such written statement, and that the Air Rights Lease has not been modified (or if it has, stating such modification). To the extent required under the Air Rights Lease, the lessor under the Air Rights Lease shall have consented to the sale of the Property, and the Seller, the Purchaser and the lessor under the Air Rights Lease shall have arranged, at the Seller’s cost and expense, for the assignment and assumption of the Air Rights Lease.
Air Rights Lease. “Air Rights Lease” means that certain Lease of Air Space dated December 1, 1994 by the City of New Orleans to CSDC Ground Lessor, together with all amendments, assignments, supplements and modifications thereto.
