Common use of Contracts, Title Instruments, and Leases Clause in Contracts

Contracts, Title Instruments, and Leases. (a) Without either (i) prior written notice to Buyer, provided such written notice is received by Buyer on or before three (3) Business Days before the expiration of the Due Diligence Period, or (ii) thereafter, Buyer’s prior consent, between the Effective Date and the Closing Seller shall not (y) extend, renew, replace or otherwise modify any Contract or enter into any new service contract or agreement (except that any new service contract or agreement that terminates upon Closing shall not require Buyer’s prior written consent), or (z) execute any instrument which affects title to the Property (but an instrument that is required to be executed in connection with Seller’s obligations under a Lease or Contract shall not require Buyer’s prior written consent). Seller shall furnish Buyer with a copy of the proposed agreement which shall contain such information reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed transaction. If Buyer has no consent rights pursuant to the foregoing, Seller agrees not to execute any such agreement for at least three (3) Business Days after such notice to Buyer to allow Buyer time to comment to Seller. If Buyer has consent rights pursuant to the foregoing and Buyer fails to object in writing to any such agreement within three (3) Business Days after receipt thereof, Buyer shall be deemed to have approved the terms of the proposed transaction. Any notice from Buyer rejecting the proposed transaction shall include a description of the reasons for Buyer’s rejection.

Appears in 1 contract

Samples: Purchase and Sale Agreement (KBS Legacy Partners Apartment REIT, Inc.)

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Contracts, Title Instruments, and Leases. (a) 8.2.1 Without either (i) prior written notice to Buyer, provided such written notice is received by Buyer on or before three (3) Business Days before the expiration of the Due Diligence Period, or (ii) thereafter, Buyer’s prior consent, between the Effective Date and the Closing Seller shall not (yi) extend, renew, replace or otherwise modify any Contract or enter into any new service contract or agreement (except or lease that any new service contract or agreement that terminates upon Closing shall not require Buyer’s prior written consent)will be binding on Buyer after Closing, or (zii) execute any instrument which affects title to the Property Property, or (but an instrument that is required iii) modify the Operating Lease (except pursuant to be executed the exercise by Operator of a renewal or other right contained in connection with Seller’s obligations under a Lease or Contract shall not require Buyer’s prior written consentthe Operating Lease). Seller shall furnish Buyer with a copy of the proposed agreement which shall contain such information reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed transaction. If Buyer has no consent rights pursuant to the foregoing, Seller agrees not to execute any such agreement for at least three (3) Business Days after such notice to Buyer to allow Buyer time to comment to Seller. If Buyer has consent rights pursuant to the foregoing and Buyer fails to object in writing to any such agreement within three (3) Business Days after receipt thereof, Buyer shall be deemed to have approved the terms of the proposed transaction. Buyer’s consent shall not be unreasonably withheld, conditioned or delayed with respect to any such transaction that is proposed prior to the expiration of the Due Diligence Period. Buyer, in its sole and absolute LEGAL02/38855357v6 20 discretion, shall be entitled to grant or withhold its consent with respect to any such transaction that is proposed between the expiration of the Due Diligence Period and the Closing. Any notice from Buyer rejecting the proposed transaction shall include a description of the reasons for Buyer’s rejection.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Regional Health Properties, Inc)

Contracts, Title Instruments, and Leases. (a) Without either (i) prior written notice to Buyer, provided such written notice is received by Buyer on or before three (3) Business Days before the expiration of the Due Diligence Period, or (ii) thereafter, Buyer’s 's prior consent, between the Effective Date and the Closing Closing, Seller shall not (yi) extend, renew, replace or otherwise modify any Contract or enter into any new service contract or agreement (except that any new service contract or agreement that terminates would be binding upon Closing shall not require Buyer’s prior written consent)Buyer after Closing, or (zii) execute any instrument which affects title to the Property Property, or (but an instrument that is required to be executed in connection with Seller’s obligations under a iii) enter into any new Lease or Contract shall not require Buyer’s prior written consentmaterially modify any Lease (except pursuant to the exercise by a tenant of a renewal, extension or expansion option or other right contained in such tenant's Lease). Seller shall furnish Buyer with a copy of the proposed agreement which shall contain such information reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed transaction. If Buyer has no consent rights pursuant to the foregoing, Seller agrees not to execute any such agreement for at least three (3) Business Days after such notice to Buyer to allow Buyer time to comment to Seller. If Buyer has consent rights pursuant to the foregoing and Buyer fails to object in writing to any such agreement within three (3) Business Days after receipt thereof, Buyer shall be deemed to have approved the terms of the proposed transaction. Buyer's consent shall not be unreasonably withheld, conditioned or delayed with respect to any such transaction that is proposed on or prior to the expiration of the Due Diligence Period. Buyer, in its sole and absolute discretion, shall be entitled to grant or withhold its consent with respect to any such transaction that is proposed between the expiration of the Due Diligence Period and the Closing. Any notice from Buyer rejecting the proposed transaction shall include a description of the reasons for Buyer’s 's rejection.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Strategic Hotels & Resorts, Inc)

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Contracts, Title Instruments, and Leases. (a) Without either (i) prior written notice to Buyer, provided such written notice is received by Buyer on or before three (3) Business Days before the expiration of the Due Diligence Period, or (ii) thereafter, Buyer’s prior consent, between the Effective Date and the Closing Seller shall not (yi) extend, renew, replace or otherwise modify any Contract or enter into any new service contract or agreement (except that any new service contract or agreement that terminates upon Closing shall not require Buyer’s prior written consent)agreement, or (zii) execute any instrument which affects title to the Property (but an instrument that is required to be executed in connection with Seller’s obligations under a Lease or Contract shall not require Buyer’s prior written consent)Property. Seller shall furnish Buyer with a copy of the proposed agreement which shall contain such information reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed transaction. If Buyer has no consent rights pursuant to the foregoing, Seller agrees not to execute any such agreement for at least three (3) Business Days after such notice to Buyer to allow Buyer time to comment to Seller. If Buyer has consent rights pursuant to the foregoing and Buyer fails to object in writing to any such agreement within three (3) Business Days after receipt thereof, Buyer shall be deemed to have approved the terms of the proposed transaction. Buyer’s consent shall not be unreasonably withheld, conditioned or delayed with respect to any such transaction that is proposed prior to the expiration of the Due Diligence Period. Buyer, in its sole and absolute discretion, shall be entitled to grant or withhold its consent with respect to any such transaction that is proposed between the expiration of the Due Diligence Period and the Closing. Any notice from Buyer rejecting the proposed transaction shall include a description of the reasons for Buyer’s rejection.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Preferred Apartment Communities Inc)

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