Individual Sites Sample Clauses

Individual Sites. If, before the Closing Date, all or any material part of any Individual Site is destroyed or damaged, or becomes subject to condemnation or eminent domain proceedings, then Seller shall promptly notify Purchaser thereof (a “Seller’s Notice”). Purchaser may thereafter elect to partially terminate this Agreement with respect to the applicable Individual Site(s), or proceed with Closing on the entirety of the Property by delivering a written notice thereof to Seller within ten business days after Purchaser’s receipt of a Seller’s Notice; provided that (i) Purchaser’s failure to timely make an election shall be deemed to be Purchaser’s election to partially terminate this Agreement with respect to the applicable Individual Site(s), and (ii) Purchaser shall not be permitted to partially terminate this Agreement with respect to any Individual Site(s) pursuant to this Section 8(a) (but, for clarification, Purchaser shall, to the extent otherwise permitted thereby, be permitted to terminate this Agreement in its entirety pursuant to Section 8(b) below), if such partial termination would result in a failure of the OZ Qualification Condition. If Purchaser elects (or is deemed to have elected) to partially terminate this Agreement with respect to the applicable Individual Site(s) pursuant to this Section 8(a), then the parties shall proceed with Closing on the remainder of the Property; provided that the Purchase Price shall be reduced by the portion thereof that is allocated to the terminated Individual Site(s) as set forth on Schedule 1(a)(i) hereto. If (but only if) Purchaser elects in writing to proceed with Closing on the entirety of the Property, then the parties shall proceed with the Closing; provided that Purchaser shall receive a credit to the Purchase Price at Closing for any deductible, self-insured amount, or uninsured loss, and Purchaser shall be entitled to all insurance proceeds and/or condemnation awards in connection with the applicable casualty or condemnation. In connection therewith, Seller shall assign to Purchaser at Closing Seller’s rights to any such casualty proceeds and/or condemnation awards; provided, however, that if the applicable casualty proceeds and/or condemnation awards are not assignable, Seller shall file a claim for the applicable proceeds and/or awards, use good faith, commercially reasonable efforts to negotiate and settle such claim in consultation with, and subject to the approval of, Purchaser, and promptly pay over to Purc...
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Individual Sites. In the event this Agreement shall expire or be terminated, or if notice of termination is given, with respect to one or more DESIGNATED LOCATIONS: i. nothing herein shall prevent DECORA (during a reasonable period prior to the anticipated date of expiration or termination of this Agreement, and after the expiration or termination of this Agreement) from engaging facilities and providing services similar to (or different from) those provided for herein or from retaining the services and facilities of other persons to do so. ii. CONTRACTOR will grant or arrange for DECORA to receive a non-exclusive, royalty free license to operate (at the West Coast Facility) all computer software and programs utilized in the rendition of Services (at the expired or terminated DESIGNATED LOCATIONS) for no less than six (6) months after the date of such expiration or termination, if permitted by the licensors thereof. iii. CONTRACTOR will cooperate with DECORA to effect the transfer of rights to Funded Equipment pursuant to Section III and Section IV, above, and (if requested to do so by DECORA) to sell, assign or sublease (as the case may be) CONTRACTOR'S rights in the DESIGNATED LOCATION(S) (except for the Aurora Facility) with respect to which this Agreement has expired or been terminated; provided, however, nothing herein shall require CONTRACTOR to breach any agreement or obligation it may have to third parties with respect to said DESIGNATED LOCATION(S) or Transportation Services. iv. In anticipation of, and after, expiration or termination of this Agreement occurs (and notwithstanding such expiration or termination of this Agreement), CONTRACTOR shall cooperate with DECORA and use its best efforts (not including incurring any out-of-pocket expenses) to carry out the transition of Services from the DESIGNATED Locations to any other warehousing/distribution facilities that DECORA may select, in a manner (A) so as to minimize the overall costs and expenses incurred by DECORA for such transition, and (B) to comply with any dates by which warehouse or transportation services are to commence at such other warehousing/distribution facilities. Without limiting the foregoing, CONTRACTOR agrees to provide DECORA and its designees complete and unfettered access to the DESIGNATED LOCATIONS, to the Products, and to Funded Equipment in connection with the transition described in the preceding sentence, and for such other and related purposes as may be appropriate to further the inte...
Sample 1

Related to Individual Sites

  • Individual Rights Nothing contained herein shall be construed as limiting the right of any employee having a complaint to discuss the matter through administrative channels and to have the problem adjusted without the intervention of the Association, as long as the Association is notified in writing of the disposition of the matter and such disposition is not inconsistent with the terms of this Agreement.

  • Access to Property, Property’s Management, Property Lender, and Property Tenants Potential Investor agrees to not seek to gain access to any non-public areas of the Property or communicate with Property’s management employees, the holder of any financing encumbering the Property, the Property’s tenants, and the Owner’s partners in the ownership of the Property, without the prior consent of Owner or JLL, which consent may be withheld in the Owner’s sole discretion.

  • Individual Grievance Subject to clause 19.5 and as provided in section 208 of the PSLRA, an employee is entitled to present a grievance in the manner prescribed in clause 19.10 if the employee feels aggrieved (a) by the interpretation or application in respect of the employee, of (i) a provision of a statute or regulation, or a by-law, direction or other instrument made or issued by the Council, dealing with terms and conditions of employment; or (ii) a provision of a collective agreement or an arbitral award; or (b) as a result of any other occurrence or matter affecting the employee’s terms and conditions of employment.

  • RIGHT OF ALLOTTEE TO USE COMMON AREAS AND FACILITIES SUBJECT TO PAYMENT OF TOTAL MAINTENANCE CHARGES

  • Outside Activities of Limited Partners Subject to any agreements entered into by a Limited Partner or its Affiliates with the General Partner, Partnership or a Subsidiary, any Limited Partner and any officer, director, employee, agent, trustee, Affiliate or stockholder of any Limited Partner shall be entitled to and may have business interests and engage in business activities in addition to those relating to the Partnership, including business interests and activities in direct competition with the Partnership or that are enhanced by the activities of the Partnership. Neither the Partnership nor any Partners shall have any rights by virtue of this Agreement in any business ventures of any Limited Partner or Assignee. Subject to such agreements, none of the Limited Partners nor any other Person shall have any rights by virtue of this Agreement or the partnership relationship established hereby in any business ventures of any other Person, other than the Limited Partners benefiting from the business conducted by the General Partner, and such Person shall have no obligation pursuant to this Agreement to offer any interest in any such business ventures to the Partnership, any Limited Partner or any such other Person, even if such opportunity is of a character which, if presented to the Partnership, any Limited Partner or such other Person, could be taken by such Person.

  • Premises Parking and Common Areas 2.1 Letting Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the Premises, for the term, at the rental, and upon all of the terms covenants and conditions set forth in this Lease. Unless otherwise provided herein, any statement of square footage set forth in this Lease, or that may have been used in calculating rental and/or Common Area Operating Expenses, is an approximation which Lessor and Lessee agree is reasonable and the rental and Lessee's Share (as defined in Paragraph 1.6(b)) based thereon is not subject to revision whether or not the actual square footage is more or less.

  • Real Estate All real property at any time owned or leased (as lessee or sublessee) by the Borrower or any of its Subsidiaries.

  • Community Property Each spouse individually is bound by, and such spouse’s interest, if any, in any Optioned Shares is subject to, the terms of this Agreement. Nothing in this Agreement shall create a community property interest where none otherwise exists.

  • Vehicle Parking Lessee shall be entitled to use the number of Unreserved Parking Spaces and Reserved Parking Spaces specified in Paragraph 1.2(b) on those portions of the Common Areas designated from time to time by Lessor for parking. Lessee shall not use more parking spaces than said number. Said parking spaces shall be used for parking by vehicles no larger than full-size passenger automobiles or pick-up trucks, herein called "Permitted Size Vehicles." Vehicles other than Permitted Size Vehicles shall be parked and loaded or unloaded as directed by Lessor in the Rules and Regulations (as defined in Paragraph 40) issued by Lessor. (Also see Paragraph 2. (a) Lessee shall not permit or allow any vehicles that belong to or are controlled by Lessee or Lessee's employees, suppliers, shippers, customers, contractors or invitees to be loaded, unloaded, or parked in areas other than those designated by Lessor for such activities. (b) If Lessee permits or allows any of the prohibited activities described in this Paragraph 2.6, then Lessor shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove or tow away the vehicle involved and charge the cost to Lessee, which cost shall be immediately payable upon demand by Lessor. (c) Lessor shall at the Commencement Date of this Lease, provide the parking facilities required by Applicable Law.

  • NO HARDSTOP/PASSIVE LICENSE MONITORING Unless an Authorized User is otherwise specifically advised to the contrary in writing at the time of order and prior to purchase, Contractor hereby warrants and represents that the Product and all Upgrades do not and will not contain any computer code that would disable the Product or Upgrades or impair in any way its operation based on the elapsing of a period of time, exceeding an authorized number of copies, advancement to a particular date or other numeral, or other similar self-destruct mechanisms (sometimes referred to as “time bombs,” “time locks,” or “drop dead” devices) or that would permit Contractor to access the Product to cause such disablement or impairment (sometimes referred to as a “trap door” device). Contractor agrees that in the event of a breach or alleged breach of this provision that Authorized User shall not have an adequate remedy at law, including monetary damages, and that Authorized User shall consequently be entitled to seek a temporary restraining order, injunction, or other form of equitable relief against the continuance of such breach, in addition to any and all remedies to which Authorized User shall be entitled.

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