Conditions Precedent to Subtenant's Right to Require Direct Lease Sample Clauses

Conditions Precedent to Subtenant's Right to Require Direct Lease. So long as and provided that: (i) Talk City, Inc. (or a Successor Transferee) continues itself to use and occupy at least two-thirds of the Premises (i.e., at least 37,195 rentable square feet, and, if the total amount of space leased by Subtenant under the Sublease is increased, at least two-thirds of the total rentable area of area of the space leased by Subtenant under the Sublease) and has not assigned the Sublease (except to a Successor Transferee in accordance with the provisions of the last sentence of paragraph 4 above) or sublet more than a total of one-third of the total rentable area of all of the Premises under the Sublease (it being intended that Subtenant's rights to require Landlord to lease the Premises to Subtenant upon termination of the Prime Lease are and shall be personal to Talk City, Inc. and its Successor Transferees and shall not be transferable to or exerciseable for the benefit of any Transferee, other than a Successor Transferee); (ii) immediately prior to the Termination Date, the Sublease is in full force and effect and there is no Event of Default by Subtenant under the Sublease; (iii) Subtenant has not been given by Landlord or Sublandlord notice of breach or default by Subtenant under the Sublease or breach or default under the Prime Lease on account of the acts or omissions of Subtenant (whether or not cured) on more than two occasions in any twelve month period (i.e., any three or more breaches or defaults by Subtenant in any twelve month period, even if none becomes an "Event of Default," will disqualify Subtenant from requiting Landlord to lease the premises to Subtenant upon termination of the Sublease); (iv) Subtenant's then market capitalization is at least $250 Million; and (v) within ten (10) Business Days after Subtenant's receipt of notice of the termination of the Prime Lease Subtenant delivers to Landlord: (x) an unqualified positive going concern opinion from an independent certified public accountant, (y) financial statements certified by Subtenant's chief financial officer to be complete, true and correct, confirming that Subtenant has a market capitalization of at least $250 Million and showing Subtenant's annualized net revenues over the then most recently completed twelve months, and (z) the letter of credit or letters of credit as specified in paragraph 6(d) below; then Landlord shall lease the Premises to Subtenant, upon and subject to the same terms and conditions as are provided in the Sublease, modif...
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Related to Conditions Precedent to Subtenant's Right to Require Direct Lease

  • Conditions Precedent to Each Party’s Obligations The respective obligations of each Party to consummate the transactions contemplated hereby will be subject to the satisfaction, at or prior to the Closing, of all of the following conditions, any one or more of which may be waived in writing at the option of the affected Party:

  • Conditions to Each Party’s Obligation to Effect the Transactions The obligation of each Party to effect the Closing is subject to the satisfaction or waiver (by such Party) at or prior to the Closing of the following conditions:

  • Conditions to Each Party’s Obligation to Effect the Closing The respective obligation of each party to effect the Closing shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions:

  • Conditions Precedent to Seller’s Obligations The obligations of Seller to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Seller:

  • CONDITIONS PRECEDENT TO SELLER'S PERFORMANCE The obligations of Seller to sell and transfer the Assets under this Agreement are subject to the satisfaction, at or before the Closing, of all the following conditions:

  • Conditions to Each Party’s Obligation to Effect the Merger The respective obligations of each party hereto to effect the Merger shall be subject to the satisfaction (or waiver, if permissible under applicable Law) on or prior to the Closing Date of the following conditions:

  • Conditions to Each Party’s Obligation to Close The obligations of the Parties to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

  • Performance by Lessee on Behalf of Lessor In the event that neither Lessor nor Lender cures said breach within thirty (30) days after receipt of said notice, or if having commenced said cure they do not diligently pursue it to completion, then Lessee may elect to cure said breach at Lessee's expense and offset from Rent an amount equal to the greater of one month's Base Rent or the Security Deposit, and to pay an excess of such expense under protest, reserving Lessee's right to reimbursement from Lessor. Lessee shall document the cost of said cure and supply said documentation to Lessor.

  • Conditions Precedent to Obligation of Buyer Buyer's obligation to consummate the transactions contemplated by this Agreement is subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, unless otherwise waived by Buyer in writing:

  • Conditions Precedent to Obligations of Each Party The obligations of each Party to effect the Merger and otherwise consummate the Contemplated Transactions to be consummated at the Closing are subject to the satisfaction or, to the extent permitted by applicable Law, the written waiver by each of the Parties, at or prior to the Closing, of each of the following conditions:

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