FF&E. All fixtures (other than those which constitute Improvements), furniture, furnishings, equipment, machinery, tools, vehicles, appliances, art work and other items of tangible personal property which are located at the Hotel and used exclusively in the Business, or ordered for future use at the Hotel as of the Closing, other than the Supplies, IT Systems, F&B, Retail Merchandise, Books and Records and Plans and Specifications (the “FF&E”);
FF&E. During the Term, and in consideration of the FF&E Rent payable by Tenant, pursuant to Section 3.2, Subtenant shall be permitted to use the existing modular and office furniture, fixtures and equipment and associated data cabling described in more particular detail in Exhibit C attached hereto (such furniture, fixtures, and equipment together with any equipment and data cabling, being referred to collectively as the “FF&E”). The FF&E is currently located in the Subleased Premises, and additional and replacement items of FF&E are located at a storage facility operated by Vanguard Furniture (“Vanguard”) for Sublandlord (the “Storage Facility”). Subtenant shall accept the FF&E in its current condition without any warranty of fitness from Sublandlord (Subtenant expressly acknowledges that no warranty is made by Sublandlord with respect to the condition of any cabling currently located in or serving the Subleased Premises). Sublandlord shall be responsible, at its sole cost and expense, for the operation and maintenance of the Storage Facility; provided, however: that in the event that Sublandlord elects to discontinue its use of the Storage facility, which Sublandlord may do at any time after April 1, 2016 (but not before then), Sublandlord shall so notify Subtenant and, at Subtenant’s option, Subtenant may arrange with Vanguard to continue to utilize the Storage Facility at Subtenant’s cost. So long as FF&E is stored in the Storage Facility, Subtenant shall have access to such FF&E, and may use, deposit, return, exchange and/or replace such FF&E, utilizing the online inventory control system operated by Vanguard, and Subtenant, at its sole cost and expense, shall work directly with Vanguard to coordinate Vanguard’s delivery and restocking of FF&E to and from the Storage Facility and the Subleased Premises. Sublandlord shall not be required to maintain any specific inventory levels of FF&E. For purposes of documenting the current condition of the FF&E in the Subleased Premises, Subtenant and Sublandlord shall, prior to the Commencement Date, conduct a joint walk-through of the Subleased Premises in order to inventory items of damage or disrepair. Subtenant shall use the FF&E only for the purposes for which such FF&E is intended and shall be responsible for the proper maintenance, insurance, care and reasonable repair of the FF&E used by Subtenant at the Subleased Premises, at Subtenant’s sole cost and expense, reasonable wear and tear excepted. Subtenant shall ...
FF&E. Borrower shall cause Manager to reserve for FF&E on a monthly basis in accordance with the Management Agreement not less than an amount equal to four percent (4%) of adjusted gross revenues with respect to the Property, such reserves to be maintained in the Manager FF&E Reserve Account.
FF&E. StadCo shall have the right, at any time and from time to time, to sell, dispose of or replace any FF&E that is Physically Obsolete or Functionally Obsolete that is located at the Premises and deliver to the Authority the proceeds thereof (but only to the extent such proceeds are not reinvested in FF&E as provided below); provided, however, that if such FF&E is necessary for operation of the Premises pursuant to the Operating Standard, StadCo shall then, or prior thereto or as reasonably practicable thereafter, replace or substitute (and apply to the cost thereof any proceeds received from the sale or disposal of such Physically Obsolete or Functionally Obsolete Personal Property) (i) such FF&E with property not necessarily of the same character but capable of performing the same function as that performed by the FF&E replaced and (ii) such FF&E with property of substantially the same or better quality and just as suitable for its intended purpose, and title, in each case, to such substitute FF&E shall vest in the Authority subject only to this Agreement and any encumbrances arising by, through or under the Authority.
FF&E. Agent shall sell all furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office (the “FF&E”). Agent shall pay Merchant (in addition to all other amounts contemplated by this Agreement), two million dollars ($2,000,000) (“FF&E Guarantee”); and Agent shall have the exclusive right to retain all proceeds from the sale of FF&E (and the Approval Order shall expressly provide for Agent’s sole rights in and to such proceeds). For purposes of the avoidance of doubt, “Proceeds” shall not include the proceeds from the sale of FF&E. Agent shall pay Merchant fifty percent (50%) of the FF&E Guarantee on the Payment Date, with the balance due (after giving effect to any adjustments contemplated below) on the date of the Final Reconciliation. To the extent Agent does not have the right to sell all FF&E (whether because Merchant does not own any items, Xxxxxxxx does not have the licensing rights to sell such items, landlords make ownership claims on any such items thereby delaying sales, or otherwise), or to the extent the composition of the FF&E is not substantially similar to the listing of furniture, fixtures and equipment reflected on the information formally provided by Merchant to Agent as part of the due diligence review leading up to this transaction (including the Merchant’s fixed asset register files), then Merchant and Agent shall mutually agree upon an equitable reduction to the amount of the FF&E Guarantee. For purposes of the avoidance of doubt, Agent acknowledges that the FF&E shall not include leased copiers or rolling stock even if such assets were reflected on Merchant’s formally provided information/fixed asset register files). Agent shall be responsible for the payment of all expenses incurred in connection with the sale of the FF&E. At the conclusion of the Sale Term, Agent may abandon, in place, any unsold FF&E, and any other furniture, fixtures, and equipment located at the Stores, Merchant's warehouse/distribution centers in Auburn, MA, Secaucus, NJ and Landover, MD, and at Merchant’s home office.
FF&E. All FF&E is owned by Seller (other than such ---- items listed on Exhibit T (the "Leased FF&E") and any such items which are owned --------- ----------- by tenants, subtenants, concessionaires or licensees under the Space Leases, guests, invitees, employees, agents or independent contractors).
FF&E. The term “FF&E” shall mean furniture, furnishings, fixtures, soft goods, case goods, vehicles and equipment at any Community (including but not limited to telephone systems, facsimile machines, communications and computer systems hardware) but shall not include Household Replacements or any Software.
FF&E. The FF&E Schedule and the Plans and Specifications (to the extent the Plans and Specifications describe FF&E) accurately describe in all material respects the FF&E owned by the applicable Seller and located at such Seller's Property and, to Seller's knowledge, such FF&E is "new" and has not been used prior to its use at such Property. The representations and warranties made in this Agreement by Seller and, if applicable, MI, in Section 6.1 through Section 6.14, inclusive, are made as of the date hereof and shall be deemed remade by the Seller and, if applicable, MI, as of each Closing Date for the Property then being conveyed by the Seller, with the same force and effect as if made on, and as of, such date; and the representations and warranties made in this Agreement by Seller and, if applicable, MI, in Section 6.15 through Section 6.23, inclusive, shall be made as of the Closing Date in respect of the Property being sold and transferred, provided, however, that, the Seller shall have the right, from time to time prior to the applicable Closing Date, with respect to any Property as to which a Closing has not yet occurred, to modify the representations and warranties made in Section 6.12 (No Violation of Agreements), Section 6.13 (Litigation) and Section 6.18 (Insurance) as a result of changes in applicable conditions beyond the control of Seller, by notice to the Purchaser and, in such event, the representations and warranties shall be deemed modified to the extent required by such changes, and (a) if Seller and MI agree to indemnify Purchaser against any loss that may be suffered by Purchaser as a result of such changes, then Purchaser will be required to close hereunder without any abatement of Allocable Purchase Price or changes in any other condition, and (b) if Seller and MI elect not to so indemnify Purchaser, Purchaser shall have the option to either accept the change and close, or reject the change, in which case Purchaser's obligation to purchase the Property in question shall terminate. All representations and warranties made in this Agreement by the Seller and MI shall survive the applicable Closing for a period of one year. Any action, suit or proceeding with respect to the truth, accuracy or completeness of any such representation or warranty shall be commenced, if at all, on or before the date which is twelve (12) months after the date of such Closing and, if not commenced on or before such date, thereafter shall be void and of no force or e...
FF&E. Notwithstanding anything to the contrary contained in this Sublease, during the Sublease Term Sublandlord shall provide, and shall permit Subtenant to use, the FF&E. Subtenant shall accept the FF&E in its presently existing, “AS-IS, WHERE-IS, WITH ALL FAULTS” condition, and Subtenant shall be responsible, at its sole cost and expense, for all maintenance and repair of the FF&E, normal wear and tear and casualty excepted. Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E (the “FF&E Charges”). Upon the expiration or earlier termination of the Sublease Term, Subtenant shall surrender possession of the FF&E to Sublandlord in as good order and condition as when Subtenant took possession of the FF&E, reasonable wear and tear and casualty excepted; provided, however, in the event any items of the FF&E are missing or damaged, Subtenant, at its sole cost and expense, shall replace or repair (as applicable) such items of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of or in connection with the FF&E or Subtenant’s use thereof. Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the FF&E, and/or Subtenant’s use thereof, including, without limitation, any taxes with respect to the FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnify, defend and hold Sublandlord harmless from and against any and all FF&E Claims accruing on and after the Execution Date.
FF&E. City shall consult with Club regarding any Material Change to the FF&E Requirements prior to the commencement of any Venue Improvements Work that deviates in any material respect from that required in the FF&E Requirements. City shall consult with Club regarding the selection of any “allowance” items provided for in the Venue Construction Contract prior to the commencement of any Venue Improvements Work that includes such allowance items.
