Executory Period. 38 Filings.......................................................................39
Executory Period. 14.1 From the Effective Date until the Closing date or the date of termination of this Agreement (the “Executory Period”), the City shall:
(a) Keep the Project Property in the same condition as of the Effective Date, ordinary wear and tear excepted except that the City may opt to allow continuation of the Xxxxxxx Lease so long as said Lease is terminated prior to Closing.
(b) Advise TCN promptly of any litigation, arbitration or administrative hearing before any governmental agency concerning or affecting the Project Property that is instituted after the date hereof.
(c) Keep, observe, and perform in a timely manner all of its obligations under any contractual obligations affecting the Project Property.
(d) Not sell, assign, or convey any right, title, or interest whatsoever in or to the Project Property, or create or permit to exist any lien, encumbrance, or charge thereon without promptly discharging the same (except for possible continuation of the Xxxxxxx Lease until Closing).
(e) Promptly advise TCN in writing of any written notices concerning the Project Property that the City receives from any appraisal districts, taxing authorities, building officials, zoning officials, or any governmental agency having jurisdiction over the Project Property.
(f) Maintain in full force and effect any existing insurance covering the Project Property.
(g) Not enter into any new service contracts or other agreements affecting the Project Property except for possible continuation of the Xxxxxxx Lease until Closing. The City shall defend, indemnify, and hold TCN harmless from and against any claim, liability, damage or expense asserted against or suffered by TCN arising from a breach by the City of its obligations under this Section. The foregoing defense, indemnification, and hold harmless obligations under this Section shall survive the Closing and conveyance of the Project Property to TCN. 15. OWNER’S ACKNOWLEDGENT AND ACCEPTANCE AGREEMENT (“OAA”).
15.1 The City and TCN shall agree upon the terms of an Owner’s Acknowledgement and Acceptance Agreement (“OAA”) applicable to the Project Property setting forth specific requirements, obligations, and provisions relative to development and use of the Project Property which shall not be inconsistent with the provisions of this Agreement and the MBTs attached hereto as Exhibit C unless such changes are agreed upon by the Parties. The terms of the OAA shall be in addition to any ordinances applicable to the Project Property; ...
Executory Period. 8.1................. 41 F-4 Registration Statement.................. 8.10(a)............. 46
Executory Period. After the Effective Date until the date of Closing or earlier termination of this Agreement (the “Executory Period”), Sellers shall operate, maintain and manage each Property in a manner generally consistent with the manner in which Sellers have operated and maintained the Property prior to the Effective Date.
Executory Period. From and after the Effective Date through Closing, Seller shall: (a) continue to maintain the Real Property in the same manner and condition as existed prior to the Effective Date; (b) remain current in the payment of all utilities, service contracts and real estate taxes and assessments pertaining to the property, (c) not enter into or permit any new easements, covenants, conditions, restrictions, liens, mortgages, or other encumbrances whatsoever upon the Real Property, or any amendments or modifications of any such existing encumbrances, without Buyer’s express written consent, (d) not enter into any new lease, contract or other agreement that would be binding upon Buyer following Closing without Buyer’s prior written consent, (e) maintain commercially prudent and reasonable levels of liability and hazard insurance for the Real Property, (f) not sell, mortgage, pledge, hypothecate or otherwise transfer, dispose of or encumber any part of the Real Property, (g) initiate, consent to, approve or otherwise take any action with respect to zoning or any other governmental rules or regulations applicable to the Real Property, and (h) promptly notify Buyer in writing of any material change or impairment to any portion of the Real Property that occurs during such executory period.
Executory Period. From the Execution Date through the Term Commencement Date (the “Executory Period”):
Executory Period. The period between the mutual execution and delivery of this Agreement and the Closing.
Executory Period. From the Effective Date until the Closing Date (the “Executory Period”), Seller shall:
(a) Advise Buyer promptly of any litigation, arbitration or administrative hearing before any governmental agency concerning or affecting the Property that is instituted after the date hereof, of which Seller has actual knowledge.
(b) Keep, observe, and perform in a timely manner all of its obligations under any contractual obligations affecting the Property.
(c) Not sell, assign, or convey any right, title, or interest whatsoever in or to the Property, or create or permit to exist any lien, encumbrance, or charge thereon without promptly discharging the same.
(d) Promptly advise Buyer in writing of any written notices concerning the Property that Seller receives from any appraisal districts, taxing authorities, building officials, zoning officials, or any governmental agency having jurisdiction over the Property.
(e) Not enter into any new service contracts or other agreements affecting the Property.
(f) Timely perform all of Seller’s obligations under the Seller’s Contract, and use commercially reasonable efforts to (i) enforce Underlying Seller’s obligation to maintain the Property in compliance with the Seller’s Contract and enforce all other obligations of the Underlying Seller under the Seller’s Contract, and (ii) cause Underlying Seller to terminate all contracts and leases affecting the Property prior to Closing, if any. Seller shall indemnify and hold Buyer harmless from and against any actual damages suffered by Buyer arising from a breach by Seller of Seller’s obligations under this Section. Seller’s indemnification obligations under this Section shall survive the Closing for a period of six (6) months.
