New York Properties Sample Clauses

New York Properties. So long as any New York Mortgage remains in effect, the Borrower will not, nor will it permit any of its Subsidiaries to, enter into any modification or amendment with respect to Section 9.01(f) of the Existing Revolving Credit Agreement (or any of the defined terms “Qualified Unsecured Lender,” “Qualified Unsecured Debt” or “New York Mortgage” under the Existing Revolving Credit Agreement) without the prior written consent of the Administrative Agent, which consent shall not be unreasonably withheld or delayed.
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New York Properties. As of the Closing Date, neither Parent nor Merger Sub intends to change the use of any Property located in the State of New York after the Closing to any use other than for the purpose of manufactured home lot rentals, within the meaning of the New York Statute.
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New York Properties. Effective as of the date of this Agreement, WMI has conveyed to Republic, and Republic has paid for the Owned Real Property known colloquially as the "All City Transfer Station" and "Promuto Transfer Station" (collectively, the "New York Real Properties"), and more fully described on Exhibit "D" attached hereto and incorporated herein by reference, notwithstanding the fact that the title to the New York Real Properties as of the date hereof is subject to certain matters which are required to be satisfied or removed by WMI pursuant to the provisions of the Asset Sale Agreement. Accordingly, and in consideration of Republic's payment to WMI of the scheduled purchase price for the New York Real Properties, WMI agrees to use best efforts to conclude all title curative work on or before December 18, 1998, so as to cause such conveyance of title to the New York Real Properties to Republic or its designated affiliates to be in accordance with the provisions of the Asset Sale Agrement, and subject to no title exceptions which materially adversely affect the use of such New York Real Properties for their intended purposes as municipal nonhazardous solid waste transfer stations, except as otherwise provided in the following sentences. Such conveyances, and the owner's title insurance policies to be issued to Republic or its affiliates thereon, shall be made subject to the existing easements, restrictions, and other exceptions ("Existing Matters") affecting title to the New York Real Properties which are set forth in title commitment numbers 9802-00189 dated effective September 4, 1998 (as to the Promuto Transfer Station) and 9804-00545 dated effective July 17, 1998 (as to the All City Transfer Station) issued by Chicago Title Insurance Company to Republic or its affiliates on the New York Real Properties, except for any curative deeds or items identified as requirements thereon, and any judgments, mortgages, deeds of trust or liens (other than liens for taxes or assessments which are not yet due and payable). In addition, the provisions of Section 7 of this Agreement shall be applicable to the New York Real Properties.
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New York Properties 
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Related to New York Properties

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • Real Estate Collateral The Borrowers shall, and shall cause their respective Subsidiaries to, deliver to the Collateral Agent as soon as practicable and in any event within 90 calendar days after the Incremental Loan Funding Date (or such longer period as the Collateral Agent may agree in its sole discretion), (a) an amendment to each Mortgage encumbering the Mortgaged Properties in form suitable for recording that shall provide such Mortgage remains in full force and effect and continues to secure the Obligations, as amended by this Incremental Amendment, which mortgage amendment shall be in form and substance reasonably acceptable to the Collateral Agent and its counsel in all respects, (b) endorsements to the mortgagee’s title insurance policies reflecting the amendment to the insured Mortgage as well as a date down endorsement in respect of each of the Mortgaged Properties, reflecting that there are no encumbrances affecting the Mortgaged Properties except as permitted under the Credit Agreement, and in each case in form and substance reasonably satisfactory to the Collateral Agent, (c) a customary opinion of local counsel in each jurisdiction in which a Mortgage Property is located for the benefit of the Collateral Agent with respect to the enforceability of the Mortgages as amended, together with such other opinions as the Collateral Agent shall require, and in form and substance reasonably acceptable to the Collateral Agent and (d) such further documents, instruments, acts or agreements as the Collateral Agent may reasonably request to affirm, secure, renew or perfect the liens of the Mortgages as amended; provided that if and to the extent that on or prior to the Incremental Loan Funding Date the Borrowers deliver to the Collateral Agent (x) an opinion of local counsel in form and substance reasonably acceptable to the Collateral Agent affirming that no amendment to an existing Mortgage is necessary for such Mortgage to remain in full force and effect and to secure the Obligations, as modified by the transactions contemplated by this Incremental Amendment, as well as (y) a title report (or title update) showing no Liens, other than Liens permitted by the applicable Mortgage, have arisen with respect to such property since the date of the latest title policy or date-down endorsement, then the Collateral Agent will accept such deliveries in lieu of the requirements set forth in clauses (a) through (d) of this sentence with respect to such property. All of the actions referenced above shall be taken, and documents referenced above shall be delivered, at the sole expense of the Borrowers, including any recording charges, taxes, or other associated costs related thereto.

  • Real Estate Documents With respect to each parcel of real property owned by any Borrower, if any, a duly executed Mortgage providing for a fully perfected Lien, in favor of the Agent, in all right, title and interest of such Borrower in such real property, together with:

  • Real Estate Assets In order to create in favor of Collateral Agent, for the benefit of Secured Parties, a valid and, subject to any filing and/or recording referred to herein, perfected First Priority security interest in certain Real Estate Assets, Collateral Agent shall have received from Borrower and each applicable Guarantor:

  • Real Property Interests Except for leasehold interests disclosed on Schedule 3.20, and except for the ownership or other interests set forth on Schedule 3.20, no Credit Party has, as of the Closing Date, any ownership, leasehold or other interest in real property. Schedule 3.20 sets forth, with respect to each parcel of real estate owned by any Credit Party as of the Closing Date, the address and legal description of such parcel.

  • Real Property; Assets (a) Neither the Company nor any of its Subsidiaries owns any real property.

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

  • Leasehold Properties In relation to those Properties which are leasehold:

  • Real Estate Leases The Company Disclosure Statement sets forth a list of (a) all leases and subleases under which the Company or the Subsidiaries is lessor or lessee of any real property together with all amendments, supplements, nondisturbance agreements and other agreements pertaining thereto; (b) all options held by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to purchase or acquire any interest in real property; and (c) all options granted by the Company or the Subsidiaries or contractual obligations on the part of the Company or the Subsidiaries to sell or dispose of any interest in real property. Except as set forth in the Company Disclosure Statement, as to such leases, subleases and other agreements referred to above, (i) there exists no breach or default, and no event has occurred which with notice or passage of time would constitute such a breach or default or permit termination, notification or acceleration, on the part of the Company or any Subsidiary, or on the part of any other party thereto, and (ii) as of the Effective Time, no material third party consent, approval or authorization shall be required for the consummation of the Merger. To the Company's knowledge, there are no Liens on any of the leasehold interests set forth on the Company Disclosure Statement hereof except for (i) Liens reflected in the balance sheet included in the Company's Form 10-K for the period ended December 31, 1996, (ii) Liens of record consisting of zoning or planning restrictions, easements, permits and other restrictions or limitations on the use of real property which do not materially detract from the value of, or materially impair the use of, such property by the Company or the Subsidiaries in the operation of their respective businesses, (iii) Liens for current Taxes (as defined in Section 3.22(a)), assessments or governmental charges or levies on property not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP (which contested levies are described on the Company Disclosure Statement), and (iv) Liens imposed by law, such as materialman's, mechanic's, carrier's, workers' and repairmen's Liens securing obligations not yet delinquent or being contested in good faith and for which appropriate reserves have been established in accordance with GAAP or securing obligations not being paid in the ordinary course of business in accordance with customary and commercially reasonable practice. (collectively, "Permitted Liens").

  • Property or Properties As the context requires, any, or all, respectively, of the Real Property acquired by the Company, either directly or indirectly (whether through joint venture arrangements or other partnership or investment interests).

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