Capital Expenditure Reserves Sample Clauses

Capital Expenditure Reserves. (a) The Base Purchase Price was agreed upon between Seller and Acquiror on the assumption that none of the Real Property Assets is in need of significant deferred maintenance expenditures, and that the annual capital expenditure requirement of $450 per unit, which will be set forth in and calculated pursuant to the Agreement Regarding Leases, is sufficient to provide for anticipated future capital expenditures to maintain each of the Real Property Assets in their current condition. If, during the course of the Due Diligence Review in respect of any Real Property Asset, Acquiror determines, pursuant to third party reports received by Acquiror (each, an "Acquiror Cap Ex Report"), that the anticipated costs to perform deferred maintenance and previously unidentified future capital expenditures reasonably necessary to be performed during the twelve (12) month period following the Closing Date will exceed the amount of the capital expenditure requirement for such period as set forth in and calculated pursuant to the form of Agreement Regarding Leases (the amount of such excess, with reference to any Real Property Asset, being hereinafter referred to as the "Cap Ex Reserve Shortfall"), then Acquiror shall provide to Seller not later than five (5) Business Days after the Due Diligence Expiration Date a written statement specifying the Cap Ex Reserve Shortfall, if any, for each of the Real Property Assets, including copies of all Acquiror Cap Ex Reports supporting such determination. Acquiror shall provide copies of each Acquiror Cap Ex Report as promptly as practicable after such report shall have been received by Acquiror. If Acquiror does not timely notify Seller of any Cap Ex Reserve Shortfall in respect of a Real Property Asset as provided above, Acquiror shall be deemed to have agreed that the amount of the Cap Ex Reserve Shortfall in respect of such Real Property Asset is zero. (b) For a period of ten (10) Business Days after the receipt of the statement delivered by Acquiror in accordance with Section 2.09(a), Seller shall have the right to review the statement and to obtain its own third party reports relating to any specified Cap Ex Reserve Shortfall (each such report, a "Seller Cap Ex Report"). Seller shall provide copies of each Seller Cap Ex Report as promptly as practicable after such report shall have been received by Seller. If Seller objects to any Cap Ex Reserve Shortfall specified in Acquiror' statement in respect of any Real Property Asset and ...
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Capital Expenditure Reserves. Section 2.10. New Title Policies; New Surveys............................
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Capital Expenditure Reserves. (28) 3.8 Application of Capital Expenditure Funds . . . . . . . . . . . (30) 3.9 Agent Method for Purchases of Capital Expenditures . . . . . . (31) ARTICLE IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (32) 4.1 Payment of Taxes and Impositions . . . . . . . . . . . . . . . (32) 4.2 Utility Charges . . . . . . . . . . . . . . . . . . . . . . . . (33) 4.3 Insurance Premiums . . . . . . . . . . . . . . . . . . . . . . (33) ARTICLE V . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (34) No Termination, Abatement, Etc. . . . . . . . . . . . . . . . . . . . (34) ARTICLE VI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (34) 6.1 Ownership of the Leased Property . . . . . . . . . . . . . . . (34) 6.2 Lessee's Personal Property . . . . . . . . . . . . . . . . . . (34) 6.3 Lessor's Lien . . . . . . . . . . . . . . . . . . . . . . . . . (35) ARTICLE VII . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (36) 7.1 Condition of the Leased Property . . . . . . . . . . . . . . . (36) 7.2 Use of the Leased Property . . . . . . . . . . . . . . . . . . (36) 7.3 Lessor to Grant Easements, Etc . . . . . . . . . . . . . . . . (38) ARTICLE VIII . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (39) 8.1 Compliance with Legal, Insurance Requirements, Lessor's Insurance and Tax Obligations, Lessee's Net Worth Obligation . . . . . . . . . . . . . . . (39) 8.2 Legal Requirements Covenants . . . . . . . . . . . . . . . . . (39) 8.3 Environmental Covenants . . . . . . . . . . . . . . . . . . . . (40) 8.4 Net Worth Representations/Covenants . . . . . . . . . . . . . . (42) ARTICLE IX . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (43) 9.1 Maintenance and Repair . . . . . . . . . . . . . . . . . . . . (43)
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Capital Expenditure Reserves. (a) Lessor shall reserve, from Rent hereunder, funds in an amount equal to the Base FFE Reserve (the Base FFE Reserve plus the other amounts to be added to the Base FFE Reserve pursuant to this Section 3.7 being referred to herein as the "FFE Reserve") and deposit such funds in an interest bearing account to pay the cost of additions to and replacements of Furniture, Fixtures and Equipment. All proceeds from the sale of Furniture, Fixtures and Equipment owned by Lessor shall be added to the FFE Reserve and deposited in the interest bearing account, and all interest that is earned on funds in the FFE Reserve shall be added to the FFE Reserve. All funds in the FFE Reserve shall be owned by Lessor. Lessee may waive the actual depositing of amounts to be added to the FFE Reserve on an annual basis. Notwithstanding any such waiver, Lessee shall be entitled to budget and expend, and Lessor shall be liable for the payment of, such amounts as if they had been deposited. (b) In addition to the FFE Reserve, from and after June 30, 1998, Lessor shall reserve from rent paid hereunder (but need not, in either case, deposit) funds in an amount equal to one percent (1%) of Gross Revenues for FFE Reserves (the "Additional FFE Reserve") toward the cost of Capital Expenditures. All funds in the Additional FFE Reserve shall be owned by Lessor. Amounts in the Additional FFE Reserve up to the Capex Threshold Amount shall be disbursed only to fund Capital Expenditures that have been approved by Lessor in its sole discretion. Funds in the Additional FFE Reserve in excess of the Capex Threshold Amount ("Excess Capex Funds") shall be deposited in and be subject to the same conditions as applicable to the FFE Reserve. If, by reason of the adjustment in the Capex Threshold Amount on any Adjustment Date, the amount of the Excess Capex Funds which are then held in the FFE Reserve are in excess of the amount that would thereafter be required, such surplus shall be disbursed to Lessor to be held by Lessor as a part of the Additional FFE Reserve. (c) If Lessor disapproves of the Capital Expenditure Budget (pursuant to the provisions of Section 3.6), Lessee shall nonetheless have, and is hereby granted, the right and authority to make any expenditures set forth on the disapproved Capital Expenditure Budget and have Lessor pay the cost thereof from the Discretionary Capex Fund. (d) In addition to, and without limiting, the provisions of subsections 3.7(a)-(c), Lessor agrees to spend $10,00...
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Capital Expenditure Reserves. (i) On the Closing Date, a portion of the Loan in the amount of Four Hundred Fifty Two Thousand One Hundred Twenty Seven Dollars ($452,127), representing budgeted and non-budgeted capital expenditures in the amount of One Hundred Ninety Four Thousand One Hundred Twenty Seven ($194,127) with respect to the Orlando Property and Two Hundred Fifty Eight Thousand Dollars ($258,000) with respect to Tower 45, will be deposited into the Capital Expenditure Reserve Account (as defined in the Cash Collateral Agreement) held by Agent (as defined in the Cash Collateral Agreement) for Mortgagee. Such funds are referred to herein as the "Capital Expenditure Reserve Amounts". In lieu of delivering the Capital Expenditure Reserve Amounts, Mortgagor may deliver a Letter of Credit in the amount of the Capital Expenditure Reserve Amounts. Within five (5) Business Days after receipt of an Officer's Certificate stating that certain capital expenditures set forth on Schedule 4 hereto have been substantially completed, and, upon an inspection of the capital expenditures (performed at the discretion of the Mortgagee), provided that no Event of Default shall have occurred and be continuing, Mortgagee shall instruct Agent to disburse Capital Expenditure Reserve Amounts in the amount specified in Schedule 4 to pay specified contractors or to reimburse Mortgagor for funds disbursed by Mortgagor for the payment of capital expenditures. Upon full disbursement to Borrowers of all Capital Expenditures Reserve Amounts, Mortgagee shall close the Capital Expenditure Reserve Account. (ii) On the first day of December, 1997 and on the first day of every month thereafter, Mortgagee shall instruct Agent to withdraw from the Operating Account and deposit into the Capital Expenditure Reserve Account, an annual 92 98 amount, payable in monthly installments, equal to $0.15 per square foot for the Orlando Property and Tower 45, or Ten Thousand Eighty Five Dollars ($10,085) per month (the "Monthly Capital Expenditure Reserve Amounts"), representing $4,585 per month for the Orlando Property and $5,500 for Tower 45. The Monthly Capital Expenditure Amounts shall be disbursed by Agent to Mortgagor, not more frequently than once per month, pursuant to instructions from Mortgagee, upon delivery to Mortgagee of an Officer's Certificate (with invoices attached) stating that Mortgagor has incurred costs associated with capital expenditures at the Orlando Property pursuant to invoices attached thereto. Within ...
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Related to Capital Expenditure Reserves

  • Capital Expenditures The Issuer shall not make any expenditure (by long-term or operating lease or otherwise) for capital assets (either realty or personalty).

  • Maximum Capital Expenditures The Parent and the Borrower will, and will cause each Consolidated Subsidiary to, not make Capital Expenditures on a consolidated basis that exceed $30,000,000 in any fiscal year (the “Base Capital Expenditure Amount”). Notwithstanding anything to the contrary, the Base Capital Expenditure Amount shall be increased by the following amounts: (i) to the extent that the aggregate amount of Capital Expenditures made by the Parent and its Consolidated Subsidiaries in any fiscal year is less than the Base Capital Expenditure Amount, the amount of such difference may be carried forward and used to make Capital Expenditures in succeeding fiscal years, provided that in any fiscal year, the amount permitted to be applied to make Capital Expenditures pursuant to this clause (i) shall in no event exceed an amount equal to 75% of the unused portion of the Base Capital Expenditure Amount for such fiscal year (without giving effect to any prior adjustments), (ii) if no Default or Event of Default has occurred and is continuing, or would result after giving effect thereto, the Parent and its Consolidated Subsidiaries may make additional Capital Expenditures to the extent that the amount of such excess is deducted from the Base Capital Expenditure Amount in succeeding fiscal years, provided that in any fiscal year, the amount permitted to be applied to make Capital Expenditures pursuant to this clause (ii) shall in no event exceed an amount equal to 25% of the Base Capital Expenditure Amount (without giving effect to any prior adjustments) and (iii) the Base Capital Expenditure Amount shall exclude any Capital Expenditures that are funded with the Available Credits; provided that, at the time of such Capital Expenditures, the Borrower shall deliver a certificate of a Financial Officer stating the portion of Capital Expenditures that is being made from the Available Credit, and setting forth a calculation of the Available Credit immediately before and immediately after such Capital Expenditures.

  • Capital Expenditure Make or incur any Capital Expenditure if, after giving effect thereto, the aggregate amount of all Capital Expenditures by Borrower in any fiscal year would exceed the amount set forth on the Schedule;

  • Consolidated Capital Expenditures (i) Company will not, and will not permit any of its Subsidiaries to, make or commit to make Consolidated Capital Expenditures in any Fiscal Year, beginning with the Fiscal Year ending December 31, 2003, except Consolidated Capital Expenditures which do not aggregate in excess of the corresponding amount set forth below opposite such Fiscal Year: Fiscal Year ending December 31, 2003 $ 5,000,000 Fiscal Year ending December 31, 2004 $ 5,000,000 Fiscal Year ending December 31, 2005 and each Fiscal Year thereafter $ 7,000,000 provided that (a) if the aggregate amount of Consolidated Capital Expenditures actually made in any such Fiscal Year shall be less than the limit with respect thereto set forth above (before giving effect to any increase therein pursuant to this proviso) (the “Base Amount”), then the amount of such shortfall (up to an amount equal to 50% of the Base Amount for such Fiscal Year, without giving effect to this proviso) may be added to the amount of such Consolidated Capital Expenditures permitted for the immediately succeeding Fiscal Year and any such amount carried forward to a succeeding Fiscal Year shall be deemed to be used prior to Company and its Subsidiaries using the amount of capital expenditures permitted by this section in such succeeding Fiscal Year, without giving effect to such carryforward and (b) for any Fiscal Year (or portion thereof) following any acquisition of a business (whether through the purchase of assets or of shares of capital stock) permitted under subsection 6.7, the Base Amount for such Fiscal Year (or portion) shall be increased, for each such acquisition, by an amount equal to the product of (A) the lesser of (x) $5,000,000 and (y) 4% of revenues of the business acquired in such acquisition for the period of four Fiscal Quarters most recently ended on or prior to the date of such business acquisition multiplied by (B) (x) in the case of any partial Fiscal Year, a fraction, the numerator of which is the number of days remaining in such Fiscal Year after the date of such business acquisition and the denominator of which is 365 (or 366 in a leap year), and (y) in the case of any full Fiscal Year, 1. (ii) The parties acknowledge and agree that the permitted Consolidated Capital Expenditure level set forth in clause (i) above shall be exclusive of the amount of Consolidated Capital Expenditures actually made with the proceeds of a cash capital contribution to Company (including the proceeds of issuance of equity securities) made by Parent from the issuance by Parent of its equity Securities after the Closing Date and specifically identified in a certificate delivered by an Authorized Officer of Company to Administrative Agent on or about the time such capital contribution is made; provided that, to the extent any such cash capital contributions constitute Net Securities Proceeds after the Closing Date, only that portion of such Net Securities Proceeds which is not required to be applied as a prepayment pursuant to Section 2.4B(ii)(c) (or pursuant to the First Lien Credit Agreement) may be used for Consolidated Capital Expenditures pursuant to this clause (ii).

  • Expenditure Limit The Contractor shall notify the County of Orange assigned Deputy Purchasing Agent in writing when the expenditures against the Contract reach 75 percent of the dollar limit on the Contract. The County will not be responsible for any expenditure overruns and will not pay for work exceeding the dollar limit on the Contract unless a change order to cover those costs has been issued.

  • XXXXXX’S EXPENDITURES If any action or proceeding is commenced that would materially affect Xxxxxx’s interest in the Collateral or if Borrower fails to comply with any provision of this Agreement or any Related Documents, including but not limited to Borrower’s failure to discharge or pay when due any amounts Borrower is required to discharge or pay under this Agreement or any Related Documents, Lender on Borrower’s behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed on any Collateral and paying all costs for insuring, maintaining and preserving any Collateral. All such expenditures incurred or paid by Lender for such purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender to the date of repayment by Xxxxxxxx. All such expenses will become a part of the Indebtedness and, at Lender’s option, will (A) be payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon payment which will be due and payable at the Note’s maturity.

  • Excluded Expenditures The Recipient undertakes that the proceeds of the Financing shall not be used to finance Excluded Expenditures. If the Association determines at any time that an amount of the Financing was used to make a payment for an Excluded Expenditure, the Recipient shall, promptly upon notice from the Association, refund an amount equal to the amount of such payment to the Association. Amounts refunded to the Association upon such request shall be cancelled.

  • Projected Operating Budget Furnish Agent, no later than thirty (30) days after the beginning of each fiscal year of Borrower commencing with fiscal year 2021, a month by month projected operating budget and cash flow of Borrower on a consolidated and consolidating basis for such fiscal year (including an income statement for each month and a balance sheet as at the end of the last month in each fiscal quarter), such projections to be accompanied by a certificate signed by the President or Chief Financial Officer of Borrower, in his personal capacity, to the effect that such projections have been prepared on the basis of sound financial planning practice consistent with past budgets and financial statements and that such officer has no reason to question the reasonableness of any material assumptions on which such projections were prepared.

  • Eligible Expenditures 1. Subject to Article 8.7 of the Regulation, eligible expenditures of this Programme are: (a) management costs of the Programme Operator in accordance with the detailed budget in the financial plan; (b) payments to projects within this Programme in accordance with the Regulation, this programme agreement and the project contract. 2. Eligible expenditures of projects are those actually incurred by the Project Promoter or project partners, meet the criteria set in Article

  • Expenditures The Assuming Institution will pay such bills and invoices on behalf of the Receiver and the Corporation as the Receiver or the Corporation may direct for the period beginning on the date of the Bank Closing Date and ending on Settlement Date. The Assuming Institution shall submit its requests for reimbursement of such expenditures pursuant to Article VIII of this Agreement.

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