Lessee Documents Sample Clauses

Lessee Documents. With respect to its obligations under the Lessee Documents: (i) The Lessee has taken all action required for the due execution, delivery and performance of the Lessee Documents; (ii) The Lessee’s obligations under the Lessee Documents are legal, valid, binding and enforceable, except as the same may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar Applicable Laws affecting the rights of creditors generally and by general principles of equity; and (iii) The execution, delivery and performance of the Lessee Documents does not (a) result in any breach of its certificate of incorporation or by-laws or any material agreement, contract or instrument to which the Lessee is a party or by which any of its property or assets is bound, (b) conflict with any Applicable Law which reasonably would be expected to result in a Material Adverse Effect, or (c) result in the creation of any Lien (with the exception of Permitted Liens) upon any of the property or assets of the Lessee pursuant to the terms of any indenture, mortgage, deed of trust, credit agreement or any other material agreement, contract or instrument to which the Lessee is a party or by which any of its property or assets is bound.
AutoNDA by SimpleDocs
Lessee Documents a copy of the organizational documents of the Lessee, certified by an officer of the Lessee, and other evidence authorizing execution, delivery and performance by Lessee of the Lease and each other document relating thereto to which Lessee is or will be a party;
Lessee Documents. As a continuing representation throughout the term ---------------- of this Agreement, with respect to each transaction from time to time proposed by Office Systems hereunder, (i) all EMA Contract documents are accurate and complete, and all modifications, waivers, releases, special terms, understandings, amendments and/or agreements (written or oral) between Office Systems and the Lessee, or made by Office Systems to the Lessee, or in any way whatsoever relating to the Lease, the Lessee, the EMA Contract, the Credit Request or the Equipment, have been fully disclosed and provided to PBCC; (ii) as of the date set forth in the Office Systems invoice to PBCC, the Equipment described in the Lease has been delivered to the Lessee and has been installed; (iii) neither Office Systems nor any of its employees or agents has taken any action or omitted to take any action, the taking or omission of which would constitute fraud or a violation of the Foreign Corrupt Practices Act or any similar law in any applicable jurisdiction; (iv) upon payment in full of the purchase price of the Equipment to Office Systems or its designee, PBCC shall have full legal and beneficial title to such Equipment, free and clear of all liens, claims and encumbrances, other than the leasehold interest of the Lessee under the Lease; (v) Office Systems has performed and, provided that a Lessee is not in default under any Lease or any EMA Contract, will continue to perform, in all material respects, its obligations under each EMA Contract except to the extent that Office Systems' failure to perform is not material and would not adversely affect PBCC's rights and interests under any Lease, and no event of default by Office Systems exists under any EMA Contract which would adversely affect PBCC's rights and interests under any Lease; and (vi) to the best knowledge of Office Systems, no Credit Request contains an untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein not misleading.
Lessee Documents. Within ten (10) days following the Effective Date, Lessee shall deliver to Lessor the following items to the extent the same exist and are in Lessee’s possession or under its control or available under the Property Purchase Agreement (collectively, the “Lessee Documents”): (a) all environmental reports related to the Property (including without limitation, Phase I and Phase II environmental investigation reports); (b) all appraisals or valuations related to the Property; (c) all guaranties and warranties in effect with respect to all or any portion of the Property; (d) all Property Condition Report related to the Property; and (e) all other documents related to the ownership, lease and operation of the Property, and reasonably requested by Lessor.

Related to Lessee Documents

  • Lease Documents (a) No Obligor may without the consent of the Majority Lenders: (i) enter into any Agreement for Lease; (ii) (other than under an Agreement for Lease existing as at the date of this Agreement) grant or agree to grant any new Occupational Lease; (iii) grant, or enter into, any renewal Occupational Lease, except if an Obligor is required to grant such renewal lease in accordance with the terms of the relevant Existing Lease; (iv) agree to any amendment, supplement, extension, waiver, surrender or release in respect of any Lease Document or do, permit or omit to do anything that might have such effect; (v) exercise any right to break, determine or extend any Lease Document; (vi) forfeit or irritate or commence any forfeiture or irritancy proceedings in respect of any Lease Document; (vii) grant any licence or right to use or occupy any part of a Property, in each case except as permitted by the Existing Leases; (viii) consent to any sublease or assignment or assignation of any tenant’s interest under any Lease Document provided that the consent of the Majority Lenders is not to be withheld or delayed to the extent that to do so would require any Obligor unlawfully to withhold or delay the giving of any consent; (ix) consent to the grant of any licence or right to use or occupy any part of a Property by the tenant under a Lease Document, in each case except as permitted by the Existing Leases; (x) agree to any change of use under, or (except where required to do so under the terms of the relevant Lease Document) rent review in respect of, any Lease Document; or (xi) serve any notice on any former tenant under any Lease Document (or on any guarantor of that former tenant) which would entitle it to a new lease or tenancy; (xii) serve any notice on any former tenant under any Lease Document under section 17(2) of the Landlord and Tenant (Covenants) Xxx 0000 or on any guarantor of any such former tenant under section 17(3) of that Act; (xiii) undertake (whether by itself or through contractors) any alterations (whether structural or non-structural), redevelopment, refurbishment or any other works in respect of any part of a Property, except such works (other than the Proposed Developments) that an Obligor or a Tenant is obligated to undertake under a Lease Document, in which case an Obligor must give prior written notice to the Agent; (xiv) consent to a Tenant (whether by itself or through contractors) undertaking any alterations (whether structural or non-structural), redevelopment, refurbishment or any other works in respect of any part of a Property provided that (except in the case of the Proposed Developments) the consent of the Majority Lenders is not to be withheld or delayed to the extent that to do so would require any Obligor unlawfully to withhold or delay the giving of any consent; or (xv) commence, or enter into, any dispute resolution proceeding in respect of any Lease Document (except for any such proceeding existing as at the date of this agreement). (b) Each Obligor must: (i) diligently collect or procure to be collected all Rental Income; (ii) exercise its rights in relation to the Properties (including in relation to Healthcare Requirements) and comply with its obligations under each Lease Document (including in relation to Healthcare Requirements) except where such rights or obligations are immaterial or are subject in the case of any Landlord Discretions to obtaining consent pursuant to Clause 24.11 (Landlord Discretions); and (iii) use its reasonable endeavours to ensure that each Tenant complies with its obligations under each Lease Document (excluding in relation to Healthcare Requirements but without prejudice to paragraph (ii) above) (in each case, having regard to the availability of any amounts reserved pursuant to the terms of this Agreement for the remedy of any non-compliance with such obligations), except where such obligations are immaterial, in a proper and timely manner. (c) Any Lease Prepayment Proceeds must be paid into the Rental Income Account for application in accordance with Clause ‎18.3 (Rental Income Account). (d) Each Obligor must supply to the Agent each Lease Document a true copy of each amendment, supplement or extension to a Lease Document and a true copy of each document recording any rent review in respect of a Lease Document promptly upon entering into the same. (e) Each Obligor must as soon as reasonably practicable (and in any event no more than 3 Business Days) after the receipt by each Obligor of any correspondence or notices: (i) of a claim by a tenant under any Lease Document; (ii) taking steps or threatening to take steps to terminate any Lease Document; or (iii) in respect of any material breach of any Lease Document, deliver a copy to the Agent.

  • Operative Documents On or before the Closing Date, each of the Operative Documents to be delivered at the Closing shall have been duly authorized, executed and delivered by the parties thereto in substantially the form attached as an Exhibit hereto, shall each be in full force and effect, and executed counterparts of each shall have been delivered to each of the parties hereto.

  • Contractor’s Documents Any licensing and maintenance agreement, or any order-specific agreement or document, including any pre-installation, linked or “click through” agreement that is allowed by, referenced within or incorporated within the Contract whenever the Contract is used for a State procurement, whether directly by the Contractor or through a Contractor’s agent, subcontractor or reseller, is agreed to only to the extent the terms within any such agreement or document do not conflict with the Contract or applicable Minnesota or Federal law, and only to the extent that the terms do not modify, diminish or derogate the terms of the Contract or create an additional financial obligation to the State. Any such agreement or document must not be construed to deprive the State of its sovereign immunity, or of any legal requirements, prohibitions, protections, exclusions or limitations of liability applicable to this Contract or afforded to the State by Minnesota law. A State employee’s decision to choose “accept” or an equivalent option associated with a “click- through” agreement does not constitute the State’s concurrence or acceptance of terms, if such terms are in conflict with this section.

  • Construction Documents The architectural and engineering documents setting forth the design for the Project prepared by the Design Professional. Construction Documents include, but are not limited to, the Specifications, the Drawings, the Supplementary Conditions, the General Conditions, and all Addenda.

  • Construction Documents Phase Bidding or Negotiation Phase:

  • Contract Documents This Contract consists of these Terms and Conditions and the documents ("Exhibits") listed below in descending order of precedence. A conflict in these documents shall be resolved in the priority listed below with these Terms and Conditions taking precedence over all other documents. The Exhibits to this Contract include the following documents:

  • Project Documents In addition to any other pertinent and necessary Project documents, the following documents shall be used in the development of the Project: A. TxDOT 2011 Texas Manual of Uniform Traffic Control Devices for Streets and Highways, including latest revisions B. Texas Department of Transportation's Standard Specifications for Construction of Highways, Streets, and Bridges, 2014 or 2024, as applicable and as amended

  • Seller's Documents At the Closing, Sellers shall deliver or cause to be delivered to Buyer the following: (a) Resignation of all directors and officers of the Company effective on the Closing Date; (b) A certificate of the Company, dated the Closing Date, in the form described in Section 8.01(c); (c) Governmental certificates showing that the Company: (i) is duly incorporated and in good standing in the state of its incorporation; and (ii) has filed all returns, paid all taxes due thereon and is currently subject to no assessment and is in good standing as a foreign corporation in each state where such qualification is necessary, each certified as of a date not more than thirty (30) days before the Closing Date; (d) Such certificates, stock powers (executed in blank with signatures guaranteed), assignments, documents of title and other instruments of conveyance, assignment and transfer (including without limitation any necessary consents to conveyance, assignment or transfer), and lien releases, if any, all in form satisfactory to Buyer and Buyer's counsel, as shall be effective to vest in Buyer title in and to the Company Stock, free, clear and unencumbered in accordance with the terms of this Agreement. (e) The Indemnification Escrow Agreement; (f) The Consulting and Non-Competition Agreement signed by Jamex X. Xxxx xxxerred to in Section 14.14; (g) A written opinion of Wilsxx Xxxxxxx Xxxxxxxx & Xosaxx, xxunsel for the Sellers in the form of Exhibit C, dated as of the Closing Date; (h) A written opinion of the Company's FCC counsel in form and substance reasonably satisfactory to Buyer covering the matters set forth on Exhibit D, dated as of the Closing Date; (i) Updating title insurance endorsements on all title insurance policies on the Real Property held by the Company in form and substance reasonably satisfactory to Buyer; and (j) Such additional information, materials, agreements, documents and instruments as Buyer, its counsel, or its senior lender may reasonably request in order to consummate the Closing.

  • THE CONTRACT DOCUMENTS The Contract Documents consist of the State-Contractor Agreement, the Conditions of the Contract (General, Supplementary and other Conditions), the Drawings, the Specifications, and all Addenda issued prior to bid opening and any Change Orders after execution of the Contract.

  • Financing Documents As of the Closing Date, Project Lender and the applicable City Bodies shall have approved the form and substance of the Multi-Party Agreement, the Project Loan Documents, and any additional documents relating to the Project Loan. On the Closing Date, the Project Loan shall be closed and, in connection therewith, the Multi-Party Agreement, the Project Loan Documents, and any additional documents relating thereto shall be fully executed by all parties thereto.

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