ASCU and Talisker and Landlord Covenant to Reimburse Participant Sample Clauses

ASCU and Talisker and Landlord Covenant to Reimburse Participant. Except as expressly in this Section 11, ASCU and Talisker hereby covenant, without which Participant would not enter into this Agreement or the Lease, and in recognition of the benefit of the bargain provided by IMA’s monetary payment obligations to ASCU and Talisker pursuant to the MOU for performance of ASCU’s rights and obligations under the MOU, ASCU, LeaseCo, and PropCo shall be jointly and severally responsible for the expenses and costs of Participant’s performance of Participant’s Rights and Obligations and all other costs or expenses of Participant under the MOU, including but not limited to the costs and expenses of (i) operating any and all ski lifts not in existence as of the Effective Date but constructed during the Term of the Lease within the MOU Property and contemplated under the MOU (for example, No Name Lift, White Pine Lift, and Pinecone Lift), (ii) preparing, negotiating, and processing any and all site condition surveys, plat maps, easement documents, deeds, environmental studies and permits, including any and all engineering, surveying, and attorney’s fees, development impact fees, and government permit processing fees associated with or related to planning, engineering, subdivision, approval, improvement, and/or development of any improvements required under the MOU or within the MOU Property during the Term of the Lease, and (iii) developing the “Dream Lodge Site” (as described in Section 19 of the MOU) but only to the extent that the existing “Cloud Dine” facility is required (by existing contract, covenants, design review requirements, applicable law, or other existing obligation) to be replaced with a new, replacement or permanent facility; provided, however, that ASCU, LeaseCo and PropCo shall not be responsible for reimbursing Participant for any of the following costs and expenses: (a) the VR Excess Pinecone Lift Costs, and (b) the costs and expenses incurred by Participant for performance of Participant’s Rights and Obligations arising under (i) Section 11 of the MOU, (ii) under Section 4 and Section 14 of the MOU (without derogation or relinquishment of Participant’s rights to payments under Section 13(c) of the MOU and Section 11(a) herein), (iii) Section 13(a) of the MOU (but solely with regard to costs directly resulting from Participant’s election (and not any other party’s election) to extend or build the No Name Lift), and (iv) Sections 13(c)(i) and 13(c)(ii) of the MOU (elective operating and maintenance costs) (coll...
Sample 1
AutoNDA by SimpleDocs

Related to ASCU and Talisker and Landlord Covenant to Reimburse Participant

  • Landlord’s General Conditions for Tenant’s Agents and Tenant Improvement Work Tenant’s and Tenant’s Agent’s construction of the Tenant Improvements shall comply with the following: (i) the Tenant Improvements shall be constructed in strict accordance with the Approved Working Drawings; (ii) Tenant’s Agents shall submit schedules of all work relating to the Tenant’s Improvements to Contractor and Contractor shall, within five (5) business days of receipt thereof, inform Tenant’s Agents of any changes which are necessary thereto, and Tenant’s Agents shall adhere to such corrected schedule; and (iii) Tenant shall abide by all rules made by Landlord’s Building manager with respect to the use of freight, loading dock and service elevators, storage of materials, coordination of work with the contractors of other tenants, and any other matter in connection with this Tenant Work Letter, including, without limitation, the construction of the Tenant Improvements.

  • Landlord’s Retention of Contractor Landlord shall independently retain the Contractor to perform the Tenant Improvement Work in accordance with the Approved Construction Drawings.

  • LANDLORD'S RIGHT TO PERFORM TENANT'S COVENANTS Tenant covenants and agrees that, if it shall at any time fail to make any payment or perform any other act on its part to be made or performed as in this Lease provided, then Landlord, in its sole discretion may after due notice to, or demand upon, Tenant and subject to the limitations set forth below, make any payment or perform any other act on the part of Tenant to be made and performed as in this Lease provided, in such manner and to such extent as Landlord may reasonably deem desirable, and in exercising any such rights, Landlord may pay necessary and incidental costs and expenses, employ counsel, and incur and pay reasonable attorneys’ fees. The making of any such payment or the performing of any other act by Landlord pursuant to this Article shall not waive, or release Tenant from, any obligations of Tenant in this Lease contained. All sums so paid by Landlord and all reasonably necessary and incidental costs and expenses in connection with the performance of any such act by Landlord shall, except as otherwise in this Lease expressly provided, be payable to Landlord on demand, and Tenant covenants to pay any such sum or sums promptly, and Landlord shall have (in addition to any other right or remedy of Landlord) the same rights and remedies in the event of the non-payment thereof by Tenant as in the case of default by Tenant in the payment of the Base Rent. Whenever practicable, Landlord, before proceeding as provided in this Section 12.4, shall give Tenant notice in writing of the failure of Tenant which Landlord proposes to remedy, and shall allow Tenant such length of time as may be reasonable in the circumstances, consistent with any grace periods contained herein, but not exceeding 30 days from the giving of notice, to remedy the failure itself and, if Tenant shall not remedy the failure in the time so allowed, Landlord shall be deemed to have given “due notice” and may proceed as provided in this Section 12.4; provided that nothing in this Section shall prevent Landlord from acting without notice to Tenant in case of any emergency wherein there is danger to property or person or where there may exist any violation of legal requirements including but not limited to the presence of Hazardous Materials, in which event no notice shall be required.

  • Landlord Covenants Landlord covenants and agrees to the following during the Term

  • Tenant’s Obligation to Reimburse The cost of the insurance premiums -------------------------------- carried pursuant to paragraph 9.2 shall be paid by Tenant within ten (10) days after written request therefor from Landlord. Tenant shall also be liable for the "deductibles" with respect to any loss or losses covered by insurance carried by Landlord pursuant to paragraph 9.2 of this Lease, provided that the aggregate amount of such "deductibles" per casualty does not exceed an amount equal to Ten Percent (10%) of the replacement cost of the Improvements ("Tenant's Share of Deductibles"). If the deductibles are greater than the amount equal to Tenant's Share of Deductibles and Tenant refuses to pay such excess amount, Landlord may (i) terminate this Lease or (ii) keep the Lease is full force and effect and pay such excess amount at its sole cost and expense, without any right of reimbursement from Tenant. If the "deductibles" are less than or equal to Tenant's Share of Deductibles or if Landlord does not elect to terminate this Lease, Tenant shall pay Tenant's Share of Deductibles to Landlord as follows: (i) an amount equal to one (1) month's Monthly Base Rent shall be paid to Landlord within ten (10) days after Tenant receives written notice from Landlord of the total deductible due and owing; and (ii) the rest of "deductibles" owed by Tenant (not to exceed ten percent (10%) of the replacement cost of the Improvements minus an amount equal to one (1) month's Base Monthly Rent) shall be amortized in accordance with Paragraph 5.4 of this Lease.

  • TENANT COVENANTS The Tenant covenants during the Term and for such further time as the Tenant occupies any part of the Premises:

  • LANDLORD'S COVENANTS The Landlord covenants with the Tenant:

  • Landlord’s Covenant Upon payment by the Tenant of the rents and other charges herein provided, and upon the observance and performance of all the covenants, terms and conditions on Tenant’s part to be observed and performed, Tenant shall peaceably and quietly hold and enjoy the Premises for the term hereby demised without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through or under the Landlord, subject, nevertheless, to the terms and conditions of this Lease.

  • TENANT'S COVENANTS The Tenant covenants with the Landlord:

  • Landlord’s Expenses In the event Tenant shall assign this Lease or sublet the Premises or request the consent of Landlord to any Transfer, then Tenant shall pay Landlord's reasonable costs and expenses incurred in connection therewith, including, but not limited to, attorneys', architects', accountants', engineers' or other consultants' fees.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!