Interim Operation of the Property Sample Clauses

Interim Operation of the Property. Between the Effective Date and the Closing Date, each Seller and Subsidiary shall carry on the business and operations of the Property in the Ordinary Course of Business. In accomplishing the foregoing, Seller agrees by way of example, but not limitation, and subject to the rights and responsibilities of Manager under the Management Agreement and the terms and conditions of the Management Agreement, that (a) from and after the Effective Date, such applicable Seller and each Subsidiary shall not (i) sell, convey, transfer, assign or otherwise dispose of (and shall use commercially reasonable efforts to prohibit Manager from selling, conveying, transferring or otherwise disposing of) any portion of the Property other than goods for retail sale to the general public in the Ordinary Course of Business, which goods shall be replaced, when required, in the Ordinary Course of Business, (ii) enter into or authorize Manager to enter into any New Leases or New Contracts or terminate, materially amend or modify, extend or renew (and still use commercially reasonable efforts to prohibit Manager from doing any of the foregoing with respect to) any Existing Leases, Existing Contracts or any other material agreement affecting the Property unless Seller or Subsidiary, as applicable, has obtained the prior written consent of Buyer (which consent shall not be unreasonably withheld or delayed, provided Buyer’s consent will be deemed granted in the event Buyer does not provide its approval or disapproval, as applicable, within three (3) Business Days of Sellers’ written request therefor), which request shall be accompanied by a copy of the existing and/or proposed agreements), or (iii) incur any obligation or liability not contemplated in the then applicable operating budget, or that is material to the financial condition or results of operations of the Property, unless the Seller or Subsidiary has obtained the prior written consent of Buyer (which consent shall not be unreasonably withheld or delayed); (b) each applicable Seller and Subsidiary shall keep Buyer (or its representative) reasonably informed as to the operations of the Property during the period beginning on the Effective Date and ending on the Closing Date; and (c) Seller shall cause the applicable Subsidiary to (i) maintain inventories at levels consistent with the Ordinary Course of Business; (ii) not perform, nor permit the performance of, any substantial alterations, renovations, or improvements to the Real ...
Sample 1
AutoNDA by SimpleDocs
Interim Operation of the Property. Until the Closing Date or the sooner termination of this Agreement, Seller shall use commercially reasonable efforts to maintain the Property in substantially the same manner as prior hereto pursuant to its normal course of business, but without obligation to make capital expenditures, subject to reasonable wear and tear, and further subject to destruction by casualty or eminent domain or other events beyond the reasonable control of Seller, including, without limitation, changes in laws, rules, ordinances and regulations. Without limiting the foregoing, Seller covenants that from the expiration of the Due Diligence Period through the Closing Date: (i) Seller shall not sell, transfer, otherwise convey all or any material portion of the Property, or any interest therein, or grant or permit any easements or other interests with respect to the Property without Buyer’s prior written consent, which may be given or withheld in Buyer’s sole and absolute discretion; (ii) except as provided in Section 8.J. of this Agreement, Seller shall not enter into any lease or occupancy agreement affecting the Property or any part thereof; (iii) Seller shall not make or permit to be made any alterations or improvements to the Property or any part thereof except (x) completion of any remaining punchlist items in connection with the final completion of construction of the Improvements, or (y) to the extent required under any Lease, or under any applicable law, rule or regulation; (iv) other than New Leases or modifications to Existing Leases in accordance with Section 8.J. of this Agreement, Seller shall not enter into any material written agreement with respect to the Property which would be binding upon Buyer after the Closing Date; (v) Seller shall deliver to Buyer copies of all material notices and other material written communications concerning the Property that are delivered to Seller by any governmental or municipal body or agency having jurisdiction over the Property; and (vi) Seller shall maintain and keep in full force and effect all policies of insurance that are being maintained by the Seller with respect to the Property as of the Effective Date. At Closing, all vacant units will be in a “rent ready” condition and all Personal Property identified on the list produced by Seller pursuant to this Agreement will remain on at the Property.
Sample 1
Interim Operation of the Property. (a) Except as otherwise contemplated or permitted by this Agreement or approved by Buyer in writing, from the Effective Date to the Closing Date, Seller agrees that it will carry on the business of Seller with respect to the Property in the manner in which it has heretofore conducted such business.
Sample 1
Interim Operation of the Property. (a) Following the Effective Date, Seller shall cause the interior and exterior windows of the Improvements to be washed.
Sample 1
Interim Operation of the Property. (a) Except as otherwise contemplated or permitted by this Agreement or approved by Buyer in writing, from the Effective Date to the Closing Date, Seller agrees that it will (i) substantially perform its obligations under the Existing Lease, (ii) operate, maintain, repair and lease the Real Property in the ordinary course, on an arm's-length basis and consistent with Seller's past practices and (iii) will not dispose of or encumber the Property, except for dispositions of personal property in the ordinary course of business or as otherwise permitted by Section 7.1 or Section 7.3. Without limiting the foregoing, Seller shall, in the ordinary course, enforce the Existing Lease in all material respects, perform in all material respects all of landlord's obligations under the Lease and pay all costs and expenses of the Property, including without limitation debt service and Real Estate Taxes.
Sample 1
Interim Operation of the Property. (a) Except as otherwise contemplated or permitted by this Agreement or approved by Buyer in writing, from the Effective Date to the Closing Date, Seller agrees that it will operate, maintain, repair and lease the Real Property in the ordinary course, on an arm's-length basis and consistent with Seller's past practices and will not dispose of or encumber the Property, except for dispositions of personal property in the ordinary course of business or as otherwise permitted by Section 7.1 or Section 7.3. Without limiting the foregoing, Seller shall, in the ordinary course, negotiate with prospective Tenants and enter into New Leases (on terms that Seller believes, in its good faith business judgment, to be market terms), enforce Leases in all material respects, perform in all material respects all of landlord's obligations under the Leases (other than Leases that are or that are in the process of being terminated due to Tenant's default thereunder, provided that this provision shall not be deemed breached by virtue of Seller's failure to perform under Leases expiring on or before December 30, 1997) and pay all costs and expenses of the Property, including without limitation debt service and Real Estate Taxes.
Sample 1
Interim Operation of the Property. 7.1 Except as otherwise contemplated or permitted by this Agreement or approved by Buyer in writing, from the Agreement Date to the Closing Date, Seller agrees that it will operate, maintain, repair and lease the Property in the ordinary course and consistent with such Seller's past practices and will not dispose of or encumber its Property, except for dispositions of personal property in the ordinary course of business or as otherwise permitted hereunder. Without limiting the foregoing, Seller shall, in the ordinary course, enforce the terms of the Leases in all material respects and perform in all material respects all of landlord's obligations under the Leases (other than Leases that are or that are in process of being terminated due to the tenant's default thereunder). In no event shall Seller extend the term of any Lease.
Sample 1
AutoNDA by SimpleDocs
Interim Operation of the Property. (A) Seller hereby covenants that from and after the Effective Date and until the Closing, Seller shall:
Sample 1
Interim Operation of the Property 
Sample 1Sample 2Sample 3See All (4)

Related to Interim Operation of the Property

  • Operation of the Property Between June 1, 1998 and the Closing Date, Seller shall (a) lease, operate, manage and enter into contracts with respect to the Property, in the same manner done by Seller prior to the date hereof (provided, however, that without the prior consent of Purchaser, which as to (i) and (ii) shall not be unreasonably delayed, conditioned or withheld, (i) Seller shall not enter into any Service Contract that cannot be terminated with thirty (30) days notice or materially modify any existing Service Contracts to be assumed by Purchaser at Closing, and (ii) after June 1, 1998, Seller shall not materially modify or terminate any existing Tenant Lease or grant any material consents under any existing Tenant Lease (except as otherwise required pursuant to the terms and conditions of such Tenant Lease), or enter into any new Tenant Lease, and (iii) Seller shall not apply any then unapplied Deposits (as reflected on the Rent Roll delivered by Seller to Purchaser pursuant to Schedule 5.3(vii) hereof) under Tenant Leases); and (b) advise Purchaser of the commencement of any litigation, condemnation or other judicial or administrative proceedings affecting the Property of which Seller has current actual knowledge. Notwithstanding anything to the contrary set forth in this Contract, Purchaser acknowledges that after June 1, 1998 and prior to Closing, Seller will enter into contracts for the completion of Tenant improvements under Tenant Leases entered into after June 1, 1998 pursuant to the terms of Section 12.1 hereof (collectively, the "Tenant Finish Contracts"). Purchaser and Seller agree that at Closing, Purchaser shall assume the obligations of Seller under all such Tenant Finish Contracts including, without limitation, the obligations to pay any costs and expenses charged with respect to construction of improvements in the space subject to such Tenant Leases. At Closing, Purchaser shall execute and deliver to the Seller an Assignment, Assumption and Indemnity Agreement in the form attached hereto as Exhibit H and made a part hereof for all purposes.

  • Condition of the Property THE LESSEE ACKNOWLEDGES AND AGREES THAT IT IS LEASING THE PROPERTY "AS IS" WITHOUT REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) BY THE LESSOR AND SUBJECT TO (A) THE EXISTING STATE OF TITLE, (B) THE RIGHTS OF ANY PARTIES IN POSSESSION THEREOF, (C) ANY STATE OF FACTS WHICH AN ACCURATE SURVEY OR PHYSICAL INSPECTION MIGHT SHOW, AND (D) VIOLATIONS OF REQUIREMENTS OF LAW WHICH MAY EXIST ON THE DATE HEREOF OR ON THE ACQUISITION DATE. THE LESSOR HAS NOT MADE AND SHALL NOT BE DEEMED TO HAVE MADE ANY REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) AND SHALL NOT BE DEEMED TO HAVE ANY LIABILITY WHATSOEVER AS TO THE TITLE (OTHER THAN FOR LESSOR LIENS), VALUE, HABITABILITY, USE, CONDITION, DESIGN, OPERATION, OR FITNESS FOR USE OF THE PROPERTY (OR ANY PART THEREOF), OR ANY OTHER REPRESENTATION, WARRANTY OR COVENANT WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROPERTY (OR ANY PART THEREOF) AND THE LESSOR SHALL NOT BE LIABLE FOR ANY LATENT, HIDDEN, OR PATENT DEFECT THEREIN (OTHER THAN FOR LESSOR LIENS) OR THE FAILURE OF THE PROPERTY, OR ANY PART THEREOF, TO COMPLY WITH ANY REQUIREMENT OF LAW.

  • Possession of the Property Upon the occurrence of any Event of Default and the acceleration of the Debt or any portion thereof, Borrower, if an occupant of the Property or any part thereof, upon demand of Lender, shall immediately surrender possession of the Property (or the portion thereof so occupied) to Lender, and if Borrower is permitted to remain in possession, the possession shall be as a month-to-month tenant of Lender and, on demand, Borrower shall pay to Lender monthly, in advance, a reasonable rental for the space so occupied and in default thereof Borrower may be dispossessed. The covenants herein contained may be enforced by a receiver of the Property or any part thereof. Nothing in this Section 13.04 shall be deemed to be a waiver of the provisions of this Security Instrument making the Transfer of the Property or any part thereof without Lender’s prior written consent an Event of Default.

  • Construction of the Project The Corporation hereby represents that it has caused the Project to be completed and acknowledges that it shall not be entitled to any reimbursement for the cost of construction of the Project from the Authority, the Trustee or the Holders of the Bonds, nor shall it be entitled to any diminution or postponement of the payments required to be paid by the Corporation pursuant to this Participation Agreement or the Corporation Obligations. Section 3.04.

  • Operation of the Business Between the date of this Agreement and the Closing, Seller shall:

  • Completion of the Project (a) The completion of the Project shall be evidenced to the Trustee by a certificate signed by the Project Supervisor on behalf of the User stating that (1) construction of the Improvements has been completed in accordance with the plans and specifications approved by the User, (2) the Equipment has been acquired and installed in accordance with the User's instructions, (3) all Project Costs have been paid, and (4) all facilities and improvements necessary in connection with the Project have been acquired and installed and all costs and expenses incurred in connection therewith have been paid. Notwithstanding the foregoing, such certificate shall state that it is given without prejudice to any rights against any vendor, contractor, subcontractor or other person not a party to this Lease Agreement which exist at the date of such certificate or which may subsequently come into being. The Issuer and the User will cooperate in causing such certificate to be furnished to the Trustee.

  • Condition of the Premises Tenant acknowledges that, except as expressly set forth in this Lease, neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of the Premises, the Building or the Property, or with respect to the suitability of the Premises, the Building or the Property for the conduct of Tenant’s business. Tenant acknowledges that Landlord shall have no obligation to alter, repair or otherwise prepare the Premises for Tenant’s occupancy or to pay for or construct any improvements to the Premises except as otherwise expressly set forth in this Lease or in the Work Letter attached hereto as Exhibit 3.1. Notwithstanding anything to the contrary contained herein, Landlord represents and warrants to Tenant that (a) upon the Commencement Date, the Building and the Premises will be in material compliance with all Applicable Laws (in each case, without regard for any of the Finish Work, Tenant’s particular use (as opposed to the Permitted Use, generally), or the obligations of any other tenants in the Building with respect to their tenant improvements); (b) Landlord has full power and authority to enter into this Lease and has obtained all consents and taken all actions necessary in connection therewith other than to the extent provided in Section 14.6, below; and (c) upon the Commencement Date, the Building systems provided by Landlord and serving the Premises including electrical, HVAC, plumbing and other utility systems shall be in good working order and condition. Subject to the foregoing and Landlord’s obligation to repair latent defects in the Base Building Work as expressly provided in Section 1.1 of Exhibit 3.1, Tenant’s execution of this Lease and taking of possession of the Premises shall conclusively establish that the Premises, the Building and the Property were at such time in good, sanitary and satisfactory condition and repair; provided, nothing in this sentence relieves Landlord of its obligations pursuant to Section 8.1, below.

  • DESCRIPTION OF THE PROPERTY Seller hereby agrees to sell and convey to Purchaser and Purchaser hereby agrees to purchase from Seller all of Seller’s right, title and interest in and to the following:

  • Delay of the Substantial Completion of the Premises Except as provided in this Section 5.2, the Lease Commencement Date shall occur as set forth in the Lease and Section 5.1, above. If there shall be a delay or there are delays in the Substantial Completion of the Premises or in the occurrence of any of the other conditions precedent to the Lease Commencement Date, as set forth in the Lease, as a direct, indirect, partial, or total result of:

  • Access to the Property Borrower shall permit agents, representatives and employees of Lender to inspect the Property or any part thereof at reasonable hours upon reasonable advance notice.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!