Lease Transaction Sample Clauses

Lease Transaction. Either (a) amend, modify, waive, or supplement the terms of the Lease Agreement, the Subordination Agreement relating to the Lease Agreement, or the Memorandum of Lease without the consent of the Required Lenders (other than administrative changes of a technical or immaterial nature that are not adverse to the Lenders or changes to the legal description of the Leased Property (as defined in the Lease Agreement)), or (b) enter into any additional material documents with respect to the Lease Transaction without the consent of the Required Lenders, not to be unreasonably withheld or delayed.
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Lease Transaction. The Managing Member shall arrange for any facility acquired under this Section 10.11 to be made subject to a Lease Agreement and related documentation with AL Funding or an Affiliate thereof. The Managing Member shall satisfy and perform all conditions pursuant to such Lease Agreement and shall direct AL Funding or its Affiliate to satisfy all conditions of its debt financing.
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Lease Transaction. (a) Prior to the Closing, GP agrees to cause the Company to transfer (the “Real Estate Transfer”) fee simple title (with no warranty of title) to the parcels of real estate set forth on Schedule 7.8(a) (the “Sale-Leaseback Property”) owned as of the date hereof by the Company to GP or one or more of its Affiliates. The Buyer shall have the right to remove one or more properties from Schedule 7.8(a), provided the Buyer replaces such properties with one or more Retained Properties and the aggregate appraised value of replacement properties equals or exceeds the aggregate appraised value of the removed properties. (b) Each of GP and the Company agrees to use its respective commercially reasonable efforts to consummate a sale-leaseback transaction between GP and a third-party purchaser, pertaining to the Sale-Leaseback Property, it being understood that unless the parties otherwise mutually agree, the Buyer will in consultation with GP manage the process of negotiating with such third party purchaser. GP shall lease the Sale-Leaseback Property to the Table of Contents Company on and after the Closing Date pursuant to lease agreements between GP and the Company in the form set forth on Exhibit O attached hereto (each, a “Lease Agreement”). GP shall pay any and all costs, fees, expenses (including advisory (other than Xxxx), broker and attorneys’ fees) and Taxes (including transfer taxes) incurred in connection with the transactions contemplated in this Section 7.8 (collectively, the “Lease Transaction Costs”). (Each of the transactions described in this paragraph (b) is a “Lease Transaction”.)
Sample 1
Lease Transaction. It is expressly understood and agreed that all of the Equipment shall be and remain personal property notwithstanding the manner in which it may be attached or affixed to realty, and the Lessee shall do all acts and enter into all agreements necessary to ensure that the Equipment remains personal property. The Lessee hereby indemnifies the Lessor for all loss, cost, damage and expense (including fees and expenses of legal counsel) related to or arising out of any claim that the Equipment constitutes a fixture or a part of the realty in or upon which it is located. The Lessee acknowledges and represents to the Lessor and agrees that: (a) It has selected the Equipment based on its inspection and own judgment and expressly disclaims any reliance upon prior statements made by the Lessor; (b) The Equipment is of a size, design, capacity and manufacture selected by the Lessee; (c) The Lessor is not a manufacturer of equipment of this kind; (d) The Lessee leases the Equipment AS IS; (e) THE LESSOR HAS NOT MADE ANY EXPRESS OR IMPLIED WARRANTIES, AND DOES NOT HEREBY MAKE, ANY REPRESENTATION OR WARRANTY OR COVENANT WITH RESPECT TO THE FITNESS, MERCHANTABILITY, DESIGN, CONDITION, QUALITY, DURABILITY, CAPACITY, CONFORMITY OR SUITABILITY OF THE EQUIPMENT FOR THE PURPOSES AND USES OF THE LESSEE, OR ANY OTHER REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, OTHER THAN THOSE EXPRESSLY CONTAINED IN THIS AGREEMENT. The Lessor agrees, unless a Default has occurred hereunder and is continuing, that the Lessor will permit the Lessee to enforce in the Lessee"s own name and at the Lessee"s sole expense, any manufacturer"s warranty or agreement in respect to any Equipment (to the extent that such warranty or agreement is assignable); and (f) THE LESSOR SHALL NOT BE LIABLE FOR (I) ANY LOSS, DAMAGE, OR EXPENSE OF ANY KIND CAUSED DIRECTLY OR INDIRECTLY BY THE EQUIPMENT, ITS OPERATION, OR THE INSTALLATION, USE MAINTENANCE, HANDLING, OR STORAGE THEREOF, OR BECAUSE IT IS OR BECOMES UNSUITABLE OR UNSERVICEABLE, OR FOR ANY INTERRUPTION OF 00 X Xxxxxxxxxxx Xxx., Xxxxxx, PA 16146 P 724.983.1300 F 724.346.2452 E xxxxx@xxx.xxxxxx SERVICE OR LOSS OF USE THEREOF, OR (II) ANY LOSS OF BUSINESS OR PROFITS OF THE LESSEE OR (III) ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING STRICT LIABILITY IN TORT).
Sample 1
Lease Transaction. (a) Prior to the Closing, GP agrees to cause the Company to transfer (the “Real Estate Transfer”) fee simple title (with no warranty of title) to the parcels of real estate set forth on Schedule 7.8(a) (the “Sale-Leaseback Property”) owned as of the date hereof by the Company to GP or one or more of its Affiliates. Buyer shall have the right to remove one or more properties from Schedule 7.8(a), provided the Buyer replaces such properties with one or more Retained Properties and the aggregate appraised value of replacement properties equals or exceeds the aggregate appraised value of the removed properties.
Sample 1
Lease Transaction. The principal terms of the Lease Transaction contemplated under the Co-operation Agreement on the Construction of the Integrated Heat Supply Station Project are summarised as follows: (a) Xxxxxxxx Xxxxx Xxxxxxx (as lessor); and (b) Tianchuang Green Energy (as lessee). Leased site: Integrated Heat Supply Station of the urban renewal project (Qingxiyuan*（清溪園）) located south to Jinzhonghe Street, Tianjin, with a gross floor area of approximately 3,300 square metres Lease term: The lease term is for a period of 20 years commencing on the date of handover of the leased site from Jinzhong Urban Renewal to Tianchuang Green Energy. Upon expiry of the aforesaid 20- year lease period, Tianchuang Green Energy may continue to use the leased site for a further period of 8 years at no charge (collectively, “Operation Term”). Rental fees and payment terms: The total rental fees (inclusive of tax) during the lease term amounted to RMB38,000,000. The aforesaid total rental fees shall be paid by Tianchuang Green Energy to Jinzhong Urban Renewal in the following three instalments: (1) 20% of the aforesaid total rental fees, being RMB7,600,000, shall be paid by Tianchuang Green Energy to Jinzhong Urban Renewal within one month after the signing of the agreement; (2) 3 0 % of the aforesaid total rental fees, being RMB11,400,000, shall be paid by Tianchuang Green Energy to Jinzhong Urban Renewal within one month after the obtaining of the construction commencement permit for the basement of the leased site; and (3) the balance of the aforesaid total rental fees, being RMB19,000,000, shall be paid by Tianchuang Green Energy to Jinzhong Urban Renewal within one month after the completion of the civil engineering of the leased site which shall allow the installation of equipment for the Integrated Heat Supply Station and the handover of the same to Tianchuang Green Energy. The aforesaid total rental fees were determined by the parties on normal commercial terms after arm’s length negotiation with reference to, among other things, prevailing market rentals and on the basis of the location of the leased site and its area. Leasehold rights: During the Operation Term, Tianchuang Green Energy shall have the exclusive right to provide heating and cooling services to customers within the Project Area (of which the procurement and installation of the relevant equipment, production, operation, maintenance, renovation and quality shall be the responsibility of Tianchuang Green Energy and sh...
Sample 1
Lease Transaction. Article 9 If Party B intends to lease gold or extend the previous lease from Party A, Party B should provide Party A the Application for Gold Lease five business days before the lease or extension and inquiry Party A about the interest; after receiving the written application from Party B, Party A should make a reply within two business days. Article 10 The gold lease involves the following factors: variety, percentage, weight (or quantity), starting date, expiration date, interest rate, attribute of the goods, benchmark for interest accrual, fixing price for interest accrual, and interest payment and so on, in which the variety, percentage, weight, starting date, expiration date, interest rate, interest payment, and attribute of the goods should be determined by both parties on negotiation. Article 11 Attribute of goods refers to should the gold be bought title or stock owned by certain xxxxxx according to the provisions of Shanghai Gold Exchange. Article 12 Benchmark for interest accrual: Actual days/365 days. Article 13 Fixing price for interest accrual is the price used to determine the monetary value of gold and the fixing price on the business day of Shanghai Gold Exchange before the starting day unless otherwise agreed. Article 14 Interest payment refers to the determination of the interest payment date, such as on a monthly, quarterly, semi-annual or expiration basis.
Sample 1
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Lease Transaction. The interest of Seller (as “Owner Participant”) in, to and under: (i) that certain Participation Agreement, dated as of December 16, 1985, originally among United States Trust Company of New York, as Owner Trustee; Xxxxxxx Leasing Corporation, as Owner Participant; certain Institutions listed therein, as Loan Participants; The Montana Power Company, as Lessee; and Bankers Trust Company, as Indenture Trustee; (ii) the Trust Agreement, dated as of December 16, 1985, originally among Xxxxxxx Leasing Corporation, United States Trust Company of New York, and Xxxxx X. Xxxxx; and (iii) each of the other Transaction Documents and all insurance policies and other agreements, documents and instruments required to be maintained or furnished in accordance with the Transaction Documents, including without limitation, the beneficial interest of Seller in the Trust Estate (as defined in the Trust Agreement), and all owner participant proceeds of each thereof, all pertaining to the Asset.
Sample 1
Lease Transaction. Either (a) amend, modify, waive, or supplement the terms of the Lease Agreement, the Option Agreement, the Subordination Agreements, or the Memorandum of Lease without the consent of the Required Lenders (other than administrative changes of a technical or immaterial nature that are not adverse to the Lenders or changes to the legal description of the Leased Property (as defined in the Lease Agreement) to include either the Delayed Lease Property or the Substitute Property, as applicable, provided that such Delayed Lease Property or Substitute Property is subject to a Mortgage in favor of Agent on behalf of the Lenders at the time of such change to the legal description), or (b) enter into any additional documents with respect to the Lease Transaction (other than the documents required in connection with Article 5(h) of the Second Amendment, the Tenant Deed of Trust substantially in the form of Exhibit K to the Second Amendment or such documents necessary to provide that the Delayed Lease Property or the Substitute Property, as applicable, constitutes part of the Leased Property (as defined in the Lease Agreement), including an amendment to the Tenant Deed of Trust, provided that such Delayed Lease Property or Substitute Property is subject to a Mortgage in favor of Agent on behalf of the Lenders at the time of entering into such documents) without the consent of the Required Lenders, not to be unreasonably withheld or delayed.
Sample 1

Related to Lease Transaction

  • Adverse Transactions Enter into any transaction which materially and adversely affects the Collateral or its ability to repay the Obligations in full as and when due;

  • Repurchase Transactions (a) Repo Custodian shall make all credits and debits to the Transaction Account and effect the transfer of Securities to or from the Participating Funds upon proper instructions received from the Participating Funds, or the Custodian on behalf of the Participating Funds, and shall make all credits and debits to the Seller Account and effect the transfer of Securities to or from the Seller upon proper instructions received from Seller. In the event that Repo Custodian receives conflicting proper instructions from Seller and the Participating Funds, or the Custodian on behalf of the Participating Funds, Repo Custodian shall follow the Participating Funds' or the Custodian's proper instructions. The Participating Funds shall give Repo Custodian only such instructions as shall be permitted by the Master Agreement. Notwithstanding the preceding sentence, the Participating Funds, or the Custodian on behalf of the Participating Funds, may from time to time instruct Repo Custodian to transfer cash from the Transaction Account to Custodian. (b) (i) Whenever on any Banking Day one or more Funds and Seller agree to enter into a repurchase transaction, Seller and the Participating Funds, or the Custodian on behalf of the Participating Funds, will give Repo Custodian proper instructions by telephone or otherwise on the Sale Date, specifying the Transaction Category, Repurchase Date, Sale Price, Repurchase Price or the applicable Pricing Rate and the Margin Percentage for each such repurchase transaction. (ii) In the case of repurchase transactions in which the Repurchase Date is the Banking Day next following the Sale Date (x) the Participating Funds may increase or decrease the Sale Price for any such repurchase transaction by no more than 10% of the initial Sale Price by causing to be delivered further proper instructions by telephone or otherwise to Repo Custodian prior to the close of business on the Sale Date and (y) Seller and the Participating Funds may by mutual consent agree to increase or decrease the Sale Price by more than 10% of the initial Sale Price by causing to be provided further proper instructions to Repo Custodian by the close of business on the Sale Date. In any event, Repo Custodian shall not be responsible for determining whether any such increase or decrease of the Sale Price exceeds the 10% limitation. (c) Seller will take such actions as are necessary to ensure that on the Sale Date the aggregate Market Value of all Securities held by Repo Custodian for Seller and cash in the Seller Account equals or exceeds the Margin Percentage of the Sale Price. Seller shall give Repo Custodian proper instructions specifying with respect to each of the Securities which is to be the subject of a repurchase transaction (a) the name of the issuer and the title of the Securities, and (b) the Market Value of such Securities. Such instructions shall constitute Seller's instructions to Repo Custodian to transfer the Securities to the Participating Funds and/or Cash Collateral from the Seller Account to the Transaction Account.

  • Portfolio Transactions The Manager is authorized to select the brokers or dealers that will execute the purchases and sales of portfolio securities for the Portfolio and is directed to use its best efforts to obtain the best available prices and most favorable executions, except as prescribed herein. It is understood that the Manager will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Fund or to the Portfolio, or be in breach of any obligation owing to the Fund or to the Portfolio under this Agreement, or otherwise, solely by reason of its having caused the Portfolio to pay a member of a securities exchange, a broker, or a dealer a commission for effecting a securities transaction for the Portfolio in excess of the amount of commission another member of an exchange, broker, or dealer would have charged if the Manager determines in good faith that the commission paid was reasonable in relation to the brokerage or research services provided by such member, broker, or dealer, viewed in terms of that particular transaction or the Manager’s overall responsibilities with respect to its accounts, including the Fund, as to which it exercises investment discretion. The Manager will promptly communicate to the officers and directors of the Fund such information relating to transactions for the Portfolio as they may reasonably request.

  • Transaction (1) The present Settlement Agreement constitutes a transaction in accordance with Articles 2631 and following of the Civil Code of Quebec, and the Parties are hereby renouncing any errors of fact, of law and/or of calculation.

  • Real estate transactions You must sign the certification. You may cross out item 2 of the certification.

  • Arm’s Length Transaction The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

  • Hedge Transactions The Loan Parties will not, and will not permit any of their Subsidiaries to, enter into any Hedge Transaction, other than Hedge Transactions entered into in the ordinary course of business to hedge or mitigate risks to which the Loan Parties are exposed in the conduct of their business or the management of their liabilities. Solely for the avoidance of doubt, the Borrower acknowledges that a Hedge Transaction entered into for speculative purposes or of a speculative nature (which shall be deemed to include any Hedge Transaction under which any Loan Party is or may become obliged to make any payment (i) in connection with the purchase by any third party of any common stock or any Debt or (ii) as a result of changes in the market value of any common stock or any Debt) is not a Hedge Transaction entered into in the ordinary course of business to hedge or mitigate risks.

  • Arm’s Length Transactions During the term of this Agreement, all transactions and dealings between the Trust Depositor and its Affiliates will be conducted on an arm’s-length basis.

  • Pre-Release Transactions Subject to the further terms and provisions of this Section 5.10, the Depositary, its Affiliates and their agents, on their own behalf, may own and deal in any class of securities of the Company and its Affiliates and in ADSs. In its capacity as Depositary, the Depositary shall not lend Shares or ADSs; provided, however, that the Depositary may (i) issue ADSs prior to the receipt of Shares pursuant to Section 2.3 and (ii) deliver Shares prior to the receipt of ADSs for withdrawal of Deposited Securities pursuant to Section 2.7, including ADSs which were issued under (i) above but for which Shares may not have been received (each such transaction a “Pre-Release Transaction”). The Depositary may receive ADSs in lieu of Shares under (i) above and receive Shares in lieu of ADSs under (ii) above. Each such Pre-Release Transaction will be (a) subject to a written agreement whereby the person or entity (the “Applicant”) to whom ADSs or Shares are to be delivered (w) represents that at the time of the Pre-Release Transaction the Applicant or its customer owns the Shares or ADSs that are to be delivered by the Applicant under such Pre-Release Transaction, (x) agrees to indicate the Depositary as owner of such Shares or ADSs in its records and to hold such Shares or ADSs in trust for the Depositary until such Shares or ADSs are delivered to the Depositary or the Custodian, (y) unconditionally guarantees to deliver to the Depositary or the Custodian, as applicable, such Shares or ADSs, and (z) agrees to any additional restrictions or requirements that the Depositary deems appropriate, (b) at all times fully collateralized with cash, U.S. government securities or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days’ notice and (d) subject to such further indemnities and credit regulations as the Depositary deems appropriate. The Depositary will normally limit the number of ADSs and Shares involved in such Pre-Release Transactions at any one time to thirty percent (30%) of the ADSs outstanding (without giving effect to ADSs outstanding under (i) above), provided, however, that the Depositary reserves the right to change or disregard such limit from time to time as it deems appropriate. The Depositary may also set limits with respect to the number of ADSs and Shares involved in Pre-Release Transactions with any one person on a case-by-case basis as it deems appropriate. The Depositary may retain for its own account any compensation received by it in conjunction with the foregoing. Collateral provided pursuant to (b) above, but not the earnings thereon, shall be held for the benefit of the Holders (other than the Applicant).

  • Acquisition Transactions The Company shall provide the holder of this Warrant with at least twenty (20) days’ written notice prior to closing thereof of the terms and conditions of any of the following transactions (to the extent the Company has notice thereof): (i) the sale, lease, exchange, conveyance or other disposition of all or substantially all of the Company’s property or business, or (ii) its merger into or consolidation with any other corporation (other than a wholly-owned subsidiary of the Company), or any transaction (including a merger or other reorganization) or series of related transactions, in which more than 50% of the voting power of the Company is disposed of.

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