Easement and Tunnel Agreement Sample Clauses

Easement and Tunnel Agreement. The Title Commitment identifies that certain Easement and Tunnel Agreement, dated as of May 16, 1986, by and between GA DOT, and ACA I, recorded in Deed Book 10122, page 404, aforesaid records, as assigned to Seller by that certain Assignment and Assumption of Easement and Tunnel Agreement, dated April 12, 1989, recorded in Deed Book 12413, page 204, aforesaid records (collectively, as assigned to Seller, the “Easement and Tunnel Agreement”). The Easement and Tunnel Agreement provides that it may not be transferred or assigned by Seller (as the successor to the interest of “Atlantic” thereunder) without the prior approval of GA DOT and the concurrence therewith by the Federal Highway Administration, an agency of the United States of America (the “FHWA”). Receipt of the prior approval of GA DOT and the concurrence therewith by FHWA of the assignment of the Easement and Tunnel Agreement to, and the assumption of Seller’s duties, covenants and obligations under the Easement and Tunnel Agreement by, Purchaser shall be a condition precedent to Purchaser’s obligation to purchase the Property and Seller’s obligation to sell the Property hereunder. Seller shall use commercially reasonable efforts (and, as used in this Agreement, commercially reasonable efforts shall not be deemed to include any obligation to institute legal proceedings, deliver notices of default or to expend any monies) to obtain such prior approval of GA DOT and the concurrence therewith by FHWA. If Seller fails to obtain the prior approval of GA DOT and the concurrence therewith by FHWA of the assignment of the Easement and Tunnel Agreement to, and the assumption of Seller’s duties, covenants and obligations under the Easement and Tunnel Agreement by, Purchaser on or before the Closing Date (as the same may be adjourned as set forth in Section 4.6 of this Agreement), then either Seller or Purchaser may elect to terminate this Agreement by written notice to the other party, in which event the Deposit and all interest accrued thereon shall be returned to Purchaser and each of the parties hereto shall be relieved of all further obligations hereunder, except for any obligations which are expressly stated herein to survive the expiration or earlier termination of this Agreement. If neither Seller nor Purchaser terminates this Agreement as set forth in the immediately preceding sentence, the condition precedent to Purchaser’s obligation to purchase the Property set forth in the third sentence of this...
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Related to Easement and Tunnel Agreement

  • Reciprocal Easement Agreements (a) Neither Borrower, nor any other party is currently in default (nor has any notice been given or received with respect to an alleged or current default) under any of the terms and conditions of the REA, and the REA remains unmodified and in full force and effect;

  • MANAGEMENT AGREEMENT AND FRANCHISE AGREEMENT At or prior to the Closing, Seller shall terminate the Existing Management Agreement and the Existing Franchise Agreement, and Seller shall be solely responsible for all claims and liabilities arising thereunder on, prior to or following the Closing Date. As a condition to Closing, Buyer shall enter into the New Management Agreement and the New Franchise Agreement, effective as of the Closing Date, containing terms and conditions acceptable to Buyer (including, without limitation, such terms and conditions as may be required to accommodate Buyer’s and/or Buyer’s Affiliates’ REIT structure). Seller shall be responsible for paying all costs related to the termination of the Existing Management Agreement. Buyer shall be responsible for paying all reasonable and actual costs of the Franchisor related to the assignment or termination, as applicable, of the Existing Franchise Agreement. Seller shall use best efforts to promptly provide all information required by the Franchisor in connection with the New Franchise Agreement, and Seller and Buyer shall diligently pursue obtaining the same. As a condition to Buyer’s and Seller’s obligation to close under this Contract, Buyer and Manager shall agree, on or before the expiration of the Review Period, on the form and substance of the New Management Agreement.

  • Property Management Agreement The Property Management Agreement is in full force and effect and, to Borrower's Knowledge, there are no defaults thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • Landlord and Storage Agreements Upon request, provide Agent with copies of all existing agreements, and promptly after execution thereof provide Agent with copies of all future agreements, between an Obligor and any landlord, warehouseman, processor, shipper, bailee or other Person that owns any premises at which any Collateral may be kept or that otherwise may possess or handle any Collateral.

  • Lease Amendment Upon request by Landlord or Tenant made on or following the Renewal Term Commencement Date, the requested party will execute, acknowledge and deliver to the requesting party an amendment to this Lease setting forth the Renewal Term Commencement Date, Fixed Rent for the Renewal Term, and the Renewal Term Expiration Date. The failure of either party to execute and deliver such an amendment shall not affect the rights of the parties under this Lease.

  • Second Amendment to Exhibit A to Services Agreement Exhibit A to the Services Agreement shall be, and here by is, supplemented with the following:

  • Construction of this Amendment; Participation Agreement (a). This Amendment shall be interpreted to be consistent with, and to facilitate compliance with and reliance on, Rule 30e-3 under the 1940 Act and Rule 498A (including paragraph (j) thereof) under the 1933 Act and any interpretations of those Rules by the Securities and Exchange Commission, its staff, courts, or other appropriate legal authorities.

  • Amendment of Lease The Lease is hereby amended as follows:

  • Existing Management and Franchise Agreements Seller has furnished to Buyer true and complete copies of the Existing Management Agreement and the Existing Franchise Agreement, which constitutes the entire agreement of the parties thereto with respect to the subject matter thereof and which have not been amended or supplemented in any respect. There are no other management agreements, franchise agreements, license agreements or similar agreements for the operation or management of the Hotel or relating to the Brand, to which Seller is a party or which are binding upon the Property, except for the Existing Management Agreement and the Existing Franchise Agreement. The Improvements comply with, and the Hotel is being operated in accordance with, all requirements of such Existing Management Agreement and the Existing Franchise Agreement and all other requirements of the Existing Manager and the Franchisor, including all “brand standard” requirements of the Existing Manager and the Franchisor. The Existing Management Agreement and the Existing Franchise Agreement are in full force and effect, and shall remain in full force and effect until the termination of the Existing Management Agreement and the Existing Franchise Agreement at Closing, as provided in Article V hereof. No default has occurred and is continuing under the Existing Management Agreement or the Existing Franchise Agreement, and no circumstances exist which, with the giving of notice, the lapse of time or both, would constitute such a default.

  • FIRST AMENDMENT TO LEASE This First Amendment to Lease (this “Amendment”), made as of March 16, 2006, by and between ARE-MA REGION NO. 28, LLC, a Delaware limited liability company (“Landlord”) and ALNYLAM PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”).

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