Maintenance and Use of Project. (1) The Borrower will maintain the Project in good condition and make all necessary renewals, replacements, additions, betterments, and improvements thereof and thereto. However, the Borrower may sell or otherwise dispose of all or any part of the Project for fair market value if such part has become obsolete or outmoded or for other reasons is not needed by the Borrower, so long as
(i) the Borrower shall deliver to the Issuer, the Administrator, and the Bank a Favorable Opinion of Bond Counsel with respect to such sale or other disposition, and (ii) the proceeds of such sale or other disposition are used by the Borrower to purchase replacements or substitutions for the Project sold or disposed of, which replacements or substitutions shall become a part of the Project, or to prepay the Loan. The Borrower represents that it does not presently intend to sell the Project.
(2) The Borrower will not use the Project or suffer or permit the Project or any portion thereof to be used for other than a governmental, public purpose by the Borrower.
Maintenance and Use of Project. Each Borrower shall maintain or cause to be maintained its Project in a good and safe condition and repair. Except for alterations permitted under Section 5.19, the improvements and the personal property owned by Borrower with respect to the Project shall not be removed, demolished or materially altered without the written consent of Bank, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, that such personal property may be removed from Project without the prior consent of Bank if such personal property is obsolete or is otherwise replaced with personal property of reasonably equivalent value. If under applicable zoning provisions the use of all or any portion of its Project is or shall become a nonconforming use, no Borrower shall cause or permit the nonconforming use to be discontinued or the nonconforming improvement to be abandoned without the express written consent of Bank, which consent shall not be unreasonably withheld, conditioned, or delayed. No Borrower shall establish any condominium or cooperative regime with respect to its Project without the prior written consent of Bank, nor shall any Borrower initiate, join in or consent to any change in any private restrictive covenant, zoning ordinance or other public or private restrictions, limiting or defining the uses which may be made of its Project or any portion thereof.
Maintenance and Use of Project. (a) Subject to Article VII of this Exhibit E, after the Completion Date, Tenant, at its expense, shall keep or cause to be kept, the Premises in good order and condition (ordinary wear and tear excepted) and shall make all necessary or appropriate repairs, replacements and renewals thereof, interior and exterior, structural and non-structural, ordinary and extraordinary, so that the Premises can be used for the Project Purposes.
(b) Tenant shall not, by act or omission, cause or permit the material impairment of the value or usefulness of the Premises (or any part thereof) for its intended purposes, shall not commit or permit any material waste of the Premises (or any part thereof), and shall not knowingly permit any unlawful occupation, business or trade to be conducted on the Premises or any part thereof.
(c) Tenant shall also, at its expense, promptly comply with all rights of way or use, privileges, franchises, servitudes, licenses, easements, tenements, hereditaments and appurtenances applicable to the Premises and all instruments creating or evidencing the same, in each case, to the extent compliance therewith is required of Tenant under the terms thereof.
(d) Tenant shall remove regularly all trash, litter and debris from the Premises at Tenant’s expense and shall maintain the Premises in a neat and safe manner.
(e) To the extent required under applicable law, Tenant (i) shall not discriminate against any employee or applicant for employment at the Premises or refuse to serve any Person at the Premises because of race, color, religion, sex, ancestry or national origin, and (ii) shall take action to ensure that applicants for employment at the Premises are employed, and that employees are treated during employment, without regard to race, color, religion, sex or national origin.
(f) Tenant agrees to permit Landlord, the Director and their respective employees and agents to enter upon the Premises at all reasonable times to inspect the same; provided that (i) so long as no Event of Default has occurred and is continuing, Tenant may require reasonable prior notice of any such proposed entry and inspection; (ii) no such inspection shall unreasonably interfere with Tenant’s operation and use of the Premises, and, so long as no Event of Default has occurred and is continuing, no such inspection shall be conducted without 24-hours’ prior written notice; and
Maintenance and Use of Project. 8 Section 4.1. COMPLIANCE WITH LEGAL AND INSURANCE REQUIREMENTS.............................................. 8 Section 4.2. MAINTENANCE AND USE OF PROJECT SITE AND PROJECT FACILITIES................................................ 9 Section 4.3. ADDITIONS, MODIFICATIONS AND IMPROVEMENTS................. 9 Section 4.4. SUBSTITUTIONS AND REMOVALS................................ 9 Section 4.5. INDEMNIFICATION........................................... 9 ARTICLE V. -- TAXES, MECHANICS' LIENS AND INSURANCE....................... 10 Section 5.1. PAYMENT OF TAXES, AND OTHER GOVERNMENTAL CHARGES................................................... 10 Section 5.2. MECHANICS' AND OTHER LIENS................................ 11 Section 5.3. INSURANCE................................................. 11 Section 5.4. WORKERS' COMPENSATION COVERAGE............................ 12 Section 5.5. PAYMENT BY SUBLESSOR OR DIRECTOR.......................... 12
Maintenance and Use of Project. Section 5.1 Compliance with Legal and Insurance Requirements........................................... 17 Section 5.2 Maintenance and Use of Project............................................................. 17 Section 5.3 Alterations, Additions and Improvements.................................................... 18 Section 5.4 Removals and Substitutions................................................................. 18 Section 5.5 Indemnification............................................................................ 19 Section 5.6
Maintenance and Use of Project. Subject to Article VII hereof, the Lessee, at its expense, will keep or cause the Project to be kept in good repair, working order and condition (ordinary wear and tear excepted) and will make all necessary or appropriate repairs, replacements and renewals thereof, interior, exterior, structural and non-structural, ordinary and extraordinary and foreseen and unforeseen so that the Project can be used for the Project Purposes.
Maintenance and Use of Project. (a) At its own cost and expense the Company shall operate and maintain the Project in compliance with all legal requirements and in good repair and operating condition, reasonable wear and tear excepted, and from time to time shall make all reasonably necessary repairs, renewals and replacements and any repairs, renewals and replacements required to maintain any then existing license or franchise with respect to the Project.
(b) The Company shall (i) use or cause the Project to be used as a hotel or similar overnight lodging facility (including associated restaurant and dining facilities), and a parking garage and retail portion thereof to be used for garage and retail purposes, respectively, (ii) obtain or cause to be obtained and maintained all necessary permits and approvals for the operation of the Project, (iii) comply with all lawful requirements of any governmental authority regarding the Project whether existing or later enacted, whether foreseen or unforeseen or whether involving any change in governmental policy or requiring structural or other changes to the Project, irrespective of the cost of such compliance, a breach or violation of which would materially adversely affect the value of the Project or the financial condition or operations of the Company, and (iv) neither commit nor suffer others to commit a nuisance in or about or any waste upon the Project.
Maintenance and Use of Project. (a) The Lessee, at its expense, will keep or cause to be kept the Project in good order and condition (ordinary wear and tear excepted) and will make all necessary or appropriate repairs, replacements and renewals thereof, interior, exterior, structural and non-structural, ordinary and extraordinary and foreseen and unforeseen.
(b) The Lessee will not do, or permit to be done, any act or thing that might materially impair the value or usefulness of the Project or any part thereof, will not commit or permit any material waste of the Project or any part thereof, and will not permit any unlawful occupation, business or trade to be conducted on the Project or any part thereof.
(c) The Lessee shall also, at its expense, promptly comply with all rights of way or use, privileges, franchises, servitudes, licenses, easements, tenements, hereditaments and appurtenances forming a part of the Project and all instruments creating or evidencing the same, in each case, to the extent compliance therewith is required of the Lessee under the terms thereof.
(d) The Lessee shall remove regularly all trash, litter and debris from the Project Site at the Lessee’s expense and shall maintain the Project in a neat and safe manner.
(e) The Lessee shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin in connection with the Project.
Maintenance and Use of Project. The Company shall cause the Project to be maintained, preserved and kept in good repair and working order and condition and in as safe condition as its operations will permit and shall make all repairs, renewals, replacements and improvements thereof necessary for the efficient operation of the Project. Nothing in this Section shall obligate the Company to preserve, repair, renew or replace any property no longer used or no longer useful in the conduct of its business, or prevent the Company from discontinuing the operation of any of its property or from removing or demolishing any building or buildings, if in its judgment (evidenced, in the case of such a cessation other than in the ordinary course of business, by a determination by its general partner) such discontinuance is desirable in the conduct of its business. The Company may make additions, alterations and changes to the Project so long as such additions, alterations and changes are made in compliance with the provisions of this Loan Agreement and will not result in a violation of the provisions of this Loan Agreement, and the Company may dispose of any property as permitted by this Loan Agreement. Subject to the provisions of this Article, the Company shall have the right to use the Project for any purpose allowed by law and specified by the Act. Except as provided in this Loan Agreement, the Issuer reserves no power or authority with respect to the operation of the Project by the Company and activities incident thereto, nor does it have any duty to monitor the same, it being the intention of the parties to this Loan Agreement that so long as the Company shall duly and faithfully observe and perform all of the terms, covenants, provisions and agreements of this Loan Agreement, the Company shall manage, administer and govern the Project and its activities and affairs on a continuing day-to-day basis.
Maintenance and Use of Project. (i) Subject to the terms of the Project Lease and Section 5.B(ii), the Developer will
(a) have exclusive, unlimited use, access, and freedom to schedule the use of the Project at its sole discretion, and (b) have the exclusive right to rent or sublease portions of the Project, at its sole discretion, and retain the revenues from such rents and subleases (anticipated rentals include fields or facilities by event, hourly, seasonal or multi‐year terms, commercial activity such as team store, sports medicine practice, physical therapy, sports fitness and other complimentary businesses)
(ii) The Developer has agreed to provide the Port Authority with certain access rights to the Project or portions thereof under the Project Lease, which access includes, but is not limited to, access at certain times for events showcasing the Project for economic development purposes.
(iii) Subject to the terms of the Project Lease, the term of the Project Lease shall only be extended upon the mutual agreement of the Developer and the Port Authority. Upon a failure to extend the term of the Project Lease, the Project shall be transferred to the Developer as described in Section 2.C. hereof..
(iv) Developer shall retain any revenue generated by its operation of the Project, including but not limited to, any rental fees, lease fees, concessions sales, merchandise/retail sales, sponsorship sales or any other revenues that the Developer may receive. Furthermore, Developer shall have the right to allow the Team to retain similar revenues related to Team operations at the Project.
(v) The Developer will have the exclusive right to develop corporate partnership assets including signage (subject to local zoning laws), corporate events, fan engagement activities, and other concepts to maximize the Team’s corporate partner exposure and partnership value.
(vi) No Party will use any other party’s corporate marks or official designations without prior approval from the party to whom such corporate marks or official designations belong.
(vii) Notwithstanding any other provision of this Cooperative Agreement to the contrary, the Developer shall not be permitted to use, or enter into any contracts relating to the use of, the Project in any manner which would impair the City’s rights set forth in Section 5.A.
