Construction Guaranty. Landlord guarantees the Landlord's Improvements against defective workmanship and/or materials for a period of one year from the date of substantial completion of Landlord's Improvements. Landlord agrees, at its sole cost, to repair or replace any defective item occasioned by poor workmanship and/or materials during said one-year guaranty period. Performance of such one-year guaranty shall be Landlord's sole and exclusive obligation with respect to defective workmanship and/or materials. Tenant's right to enforce such one-year guaranty shall be Tenant's sole and exclusive remedy with respect to such defective workmanship and/or materials in limitation of any contract, warranty or other rights, whether express or implied, that Tenant may otherwise have under applicable law. Upon expiration of the one-year guaranty of Landlord against defective workmanship and materials, Landlord shall assign to Tenant any warranties or guaranties of workmanship or materials given to Landlord by subcontractors or materialmen for a period longer than the one-year guaranty period described above. Landlord makes no warranty or representation that any of such warranties or guaranties will be assignable. To the extent that any such warranties or guaranties are not assignable, Landlord agrees to cooperate with Tenant in the enforcement thereof by Tenant, at Tenant's sole cost. Landlord also agrees to cooperate with Tenant in the enforcement by Tenant, at Tenant's sole cost, of any service contracts that provide service, repair or maintenance for a period longer than such one-year guaranty period, on any item incorporated in the Building that is to be maintained by Tenant.
Construction Guaranty. Wichita GP unconditionally covenants, guarantees and warrants as follows:
(i) Wichita GP shall cause Completion to occur by the earliest of [ ] or the date for Completion required in the Project Documents or the date required for the Partnership to qualify for the Tax Credits.
(ii) Wichita GP shall cause the Partnership to satisfy all construction related requirements in the Project Documents and this Agreement, including any requirement related to Completion of the Apartment Complex.
(iii) Wichita GP shall pay all Excess Development Costs when and as incurred. Such Excess Development Costs may, at Wichita GP's election be paid by Wichita GP causing a portion of the Development Fee (not to exceed the lesser of the amount of the Excess Development Costs, or the then unpaid cash portion of the Development Fee) to be changed to a Deferred Development Fee in the manner provided in Section 3(b) of the Development Agreement (a "DDF Election"). If the Excess Development Costs exceed the amount of the then unpaid cash portion of the Development Fee, the Wichita GP may, at Wichita GP's election (with the Consent of AHF) pay all Excess Development Costs when and as incurred, by making a loan to the Partnership (a "Development Deficit Loan") in an amount necessary to pay such Excess Development Costs. Any Development Deficit Loan shall be on the following terms: (i) it shall be unsecured; (ii) it shall not bear interest; (iii) it shall be repayable solely from (A) Net Cash Flow as set forth in Section 9.1 of this Agreement, (B) proceeds of a Capital Transaction as set forth in Section 9.2 of this Agreement and (C) net proceeds resulting from liquidation of the Partnership as set forth in Section 9.3 of this Agreement; and (iv) it shall be fully subordinated to payment of Project Loans, LP Loans, GP Loans, indebtedness of the Partnership to all Persons other than Partners and to all other amounts which have a payment priority under Sections 9.1, 9.2 and 9.3 of this Agreement. If Excess Development Costs are not funded either by a DDF Election or a Development Deficit Loan, then any amounts paid by Wichita GP pursuant to this Section 6.9(a)(iii) shall not be repaid by the Partnership, nor shall such amounts be considered or treated as Capital Contributions of Wichita GP to the Partnership. Notwithstanding anything to the contrary herein, Wichita GP may only make a DDF Election for Excess Development Costs that increase Eligible Basis of the Apartment Complex prior to C...
Construction Guaranty. With respect to the Construction Loan, MHDC provides the following guaranties to Participating Lender (collectively, the “Construction Guaranty”):
(a) MHDC guarantees, for the benefit of Participating Lender and each and every present and future holder or holders of the Participation Certificate, that it will obtain completion assurance on the Development in the form of either (i) a performance and payment bond in the amount of one hundred percent (100%) of the value of the construction contract for the Development or (ii) an unconditional, irrevocable, non-documentary letter of credit in the face amount of fifteen percent (15%) of the value of the construction contract for the Development (the “Completion Assurance Documents”) to help ensure that all construction obligations of the Mortgagor for completion of the Development (referred to herein as “Construction Obligations”) are completed prior to the maturity of the Construction Loan (as the same may be extended by MHDC to the extent permitted by the Participating Lender), free and clear of any and all liens, charges, security interests and claims of any kind and nature whatsoever, except as otherwise approved by MHDC and Participating Lender.
(b) In the event of a Mortgagor Default, MHDC agrees to pursue all rights and remedies available to it under the Completion Assurance Documents in order to secure the performance of the Construction Obligations and to diligently pursue performance thereof to completion, as described below. In pursuing completion of the Development, MHDC assumes no responsibility for and will not be liable to Participating Lender for any errors or omissions of Mortgagor, the contractors, the architect, any subcontractor, or any agent or employee of any of them in design, supervision or performance of the work.
(c) For purposes of this Section 22, the Construction Obligations shall be deemed to be completed upon receipt by Participating Lender of (i) a certificate of completion from the Devemopment architect attesting to substantial completion of the Construction Obligations, (ii) issuance of a final certificate of occupancy with respect to the Development issued by the applicable governmental authority, and (iii) construction date-down and interim mechanics’ lien endorsements to the Title Policy, insuring the continuing validity and priority of the Mortgage Loan Documents for the full amount of the Mortgage Loan theretofore disbursed, excepting only such items as shall be permitted ...
Construction Guaranty. Landlord guarantees, for a period of one (1) year following the Commencement Date, (i) the Leasehold Improvements against defective workmanship and/or materials or non-compliance with the final plans and specifications for the Leasehold Improvements and (ii) that the Common Areas and the Building, including the roof, floors, walls, doors, dock doors, parking lot and all other mechanical systems are and shall be in good, operable condition. Landlord agrees, during said one-year period at its sole cost and expense, to (i).repair or replace any defective item occasioned by poor workmanship and/or materials or non-compliance with the final plans and specifications for the Leasehold Improvements and (ii) make all necessary repairs to keep the Common Areas and the Building, including the roof, floors, walls, doors, dock doors, parking lot and all other mechanical systems in good, operable condition. In no event shall Landlord's guarantee herein extend to any repairs or replacements caused by the acts of omissions of Tenant, or Tenant's agents, contractors or employees, including failure to maintain and service any equipment in accordance with manufacturer's specifications or recommendations. Except as otherwise expressly set form in this Lease, Landlord's sole and exclusive obligation with respect to defective workmanship and/or materials, and Tenant's rights to enforce such one-year guaranty shall be Tenant's sole and exclusive remedy with respect to such defective workmanship and/or materials in limitation of any contract, warranty or other rights, whether express or implied, mat Tenant may otherwise have under applicable law. From and after the expiration of the one year guaranty of Landlord against defective workmanship and materials, Landlord agrees to cooperate with Tenant in the enforcement by Tenant, at Tenant's sole cost and expense, of any express warranties or guaranties of workmanship or materials given by subcontractors or materialmen that guarantee or warrant against defective workmanship or materials for a period of time in excess of the one-year period described above and to cooperate with Tenant in the enforcement by Tenant, at Tenant's sole cost and expense, of any service contracts that provide service, repair or maintenance to any item incorporated in the Building for a period of time in excess of such one-year period.
Construction Guaranty. Landlord guarantees the Landlord’s Improvements against defective workmanship and/or materials for a period of one year from the date of Substantial Completion, provided that as to the Building components, if any, for which a longer warranty period is specified in the Final Base Building Outline Plans and Specifications, or the Final TI Plans and Specifications such guarantee as to such components shall be for the period set forth therein. If Tenant desires that Landlord provide or obtain warranties of a duration longer than those set forth above, then Tenant shall notify Landlord of the item and/or duration or warranty sought and Landlord shall advise Tenant of the availability and cost thereof. If Tenant desires that Landlord provide or obtain such warranties, then Tenant shall execute a written change order in accordance with the change order process described herein. Landlord agrees, at its sole cost and expense, to repair or replace any defective item or item which requires repair or replacement during said applicable warranty period. This Section 2.4 provides the sole and exclusive construction warranty of Tenant against Landlord with respect to the Landlord’s Work and is in lieu of any other warranty, whether express or implied, that may otherwise be available under applicable law and all such other warranties are expressly waived by Tenant; provided, however, the same shall not relieve Landlord from the performance of Landlord’s obligations expressly set forth in this Lease, nor affect or impair any other rights or remedies of Tenant that are not construction warranty claims against Landlord pertaining to the Landlord’s Work.
Construction Guaranty. 26 Exhibit A - Rules and Regulations Exhibit B - Work Specifications Exhibit C - Floor Plan AGREEMENT OF LEASE, made as of this 7th day of February 1997, between ROBEXX XXXXXX XXXPANY, LLC, A New York limited liability company, having an office at 100 Xxxxxxxxxx Xxxx, Xxxxxxxx, Xxx Xxxx 00000 xxxty of the first part, hereinafter referred to as OWNER, and ADVANCED VIRAL RESEARCH CORPORATION, a Delaware corporation, having an office at 1250 Xxxx Xxxxxxxxxx Xxxxx Xxxxxxxxx, Xxxxxxxxxx, Xxxxxxx 00000 XXXNESSETH, Owner hereby leases to Tenant and Tenant hereby hires from Owner the area of the ground floor approximately 6,100 square feet (the "Rentable Area") in the building known as 200 Xxxxxxxxx Xxxxxxxxx Xxxxx Xxxxxxx, Xxx Xxxx, xxr the term of five (5) years (or until such term shall sooner cease and expire as hereinafter provided) to commence on the as set forth in Article 42 both dates inclusive, at an annual rental rate of (the "Fixed Annual Rent") $85,400.00 per annum which Tenant agrees to pay in lawful money of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, in equal monthly installments in advance on the first day of each month during said term, at the office of Owner or such other place as Owner may designate, without any set off or deduction whatsoever, except that Tenant shall pay the first monthly installment(s) on the execution hereof (unless this lease be a renewal). In the event that, at the commencement of the term of this lease, or thereafter, Tenant shall be in default in the payment of rent to Owner pursuant to the terms of another lease with Owner or with Owner's predecessor in interest, Owner may at Owner's option and without notice to Tenant add the amount of such arrears to any monthly installment of rent payable hereunder and the same shall be payable to Owner as additional rent. The parties hereto, for themselves, their heirs, distributees, executors, administrators, legal representatives, successors and assigns, hereby covenant as follows:
Construction Guaranty. Tenant shall deliver to Owner, in consideration for Owner's contribution toward the work set forth on the Work Specifications and the attached floor plan and as additional security pursuant to Article 32, the sum of $30,500.00. Provided that (1) this lease is full force and effect on the 30th month anniversary of the Commencement Date and Tenant is not in default hereunder and (2) Tenant has a net worth of at least $4,000,000 on such 30th month anniversary of the Commencement Date, Owner shall return to Tenant the $30,500.00 upon the 30th month anniversary of the Commencement Date. Prior to Owner's obligation to return such sum, Tenant shall deliver to Owner documentation, reasonably satisfactory to Owner, including, but not limited to, audited financial statements, evidencing Tenant's net worth on the 30th month anniversary of the Commencement Date.* MULTI/MAS 88 Exhibit "A" Rules and Regulations
1. Tenant shall keep the loading dock areas free of refuse and debris.
2. The sidewalks, entrances, passages, lobbies, elevators, vestibules, stairways, corridors and halls shall not be obstructed or encumbered by Tenant or used for any purpose other than ingress and egress to and from the demised premises. Tenant shall not permit any of its invitees to congregate in any of said areas. No door mat shall be placed or left in any public hall (or outside any entry door of the demised premises). No property of Tenant may be kept or placed outside the demised premises.
3. Tenant and its invitees shall not litter any portion of any public area of the Building, the Park, if applicable, or the Real Property. Tenant shall promptly remove snow, litter and debris from such areas.
4. Tenant shall not mark, paint, drill into or in any way deface any part of the demised premises or the Building, unless it restores the demised premises to the condition it was in prior to such activity and repairs any damage to the demised premises resulting therefrom. No boring, cutting or stringing of wires shall be permitted, except with the prior consent of Owner, and as Owner may direct.*
5. The sashes, sash doors, skylights, windows and doors that reflect or admit light and air into the halls, passageways and other public places shall not be covered or obstructed by Tenant. Bottles, parcels and other articles shall not be placed on window sillx xx Tenant.
6. No showcases or other articles shall be put in front of or affixed to any part of the exterior of the Building, nor placed in the hal...
Construction Guaranty. Section 6.10 of the Merger Agreement is hereby incorporated herein mutatis mutandis. UM guarantees to the Holders the due and punctual payment of Palladio’s payment obligations under this Agreement until a Divestiture in accordance with Section 4.6 (after which, this sentence shall automatically terminate upon the consummation of such Divestiture).
Construction Guaranty. 6 Section 2.5 Tenant's Acceptance of Demised Premises................................................. 6 Section 2.6 Repair and Maintenance.................................................................. 7
Construction Guaranty. Landlord guarantees the Landlord's Improvements against defective workmanship and/or materials for a period of one year from the date of substantial completion of Landlord's Improvements, and Landlord agrees, at its sole cost and expense, to repair or replace any defective item occasioned by poor workmanship and/or materials during said one- year period. The Landlord's Improvements shall be considered substantially completed at such time as the municipality having jurisdiction thereof issues a certificate of occupancy permitting Tenant to occupy the Landlord's Improvements or takes such other action as may be customary to permit occupancy or use thereof, provided, however, the issuance of a certificate of occupancy or such other action as may be customary to permit occupancy or use thereof shall not be a condition to payment of rent or commencement of the term if failure to secure such certificate or action is caused by the act or neglect of Tenant. From and after the expiration of the one year guaranty of Landlord against defective workmanship and materials, Landlord agrees to cooperate with Tenant in the enforcement by Tenant, at Tenant's sole cost and expense, of, and at Tenant's request to assign to Tenant, any express warranties or guaranties of workmanship or materials given by subcontractors or materialmen that guarantee or warrant against defective workmanship or materials for a period of time in excess of the one-year period described above and to cooperate with Tenant in the enforcement by Tenant at Tenant's sole cost and expense, of any service contracts that provide service, repair or maintenance to any item incorporated in the Building for a period of time in excess of such one-year period.
