Common use of Operation of the Property Clause in Contracts

Operation of the Property. Seller agrees that from the date of this Agreement to the Closing, it will: (i) operate the Property only in the ordinary course and in a commercially reasonable manner, and use its reasonable efforts to preserve its relations with tenants and others having business dealings with it; (ii) operate and maintain the Property as required by the Leases, and otherwise maintain the Property in its present condition, make all necessary repairs and replacements (including repairs and replacements to building systems), and deliver the Property as of the Closing substantially in the condition it is in on the Effective Date, ordinary wear and tear, and damage by fire or other casualty excepted; (iii) maintain fire and casualty insurance, with broad form extended coverage on the Improvements, in an amount for the Property at least equal to the replacement cost for the Improvements on the Property, with a deductible not in excess of $5,000.00 (such insurance to be canceled by Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (iv) maintain rental loss insurance in an amount equal to the reasonably anticipated income from the Property (rent, common area (and building operation) charges, and real estate tax and insurance contributions) for a 12-month period (such insurance to be canceled by the Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (v) not mortgage or encumber any part of the Property or take or suffer any other action affecting title to the Property, nor enter into any loan, or except in the ordinary course of business, incur any other indebtedness without the prior written consent of Purchaser; (vi) not make any commitment or incur any liability to any labor union, through negotiations or otherwise, with respect to the Property; (vii) not become a party to any new licenses, equipment leases, contracts or agreements of any kind relating to the Property, except such contracts or agreements as will be terminated at or prior to Closing without cost or expense to Purchaser or contracts which Purchaser agrees in its sole discretion to assume at Closing and without having obtained in each case the prior written consent of Purchaser and only in compliance with all operating covenants, Leases, loan documents and Encumbrances contained in the owner's title insurance commitment.

Appears in 6 contracts

Samples: Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.)

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Operation of the Property. Seller agrees that from the date of this Agreement to the Closing, it will: (i) operate the Property only in the ordinary course and in a commercially reasonable manner, and use its reasonable efforts to preserve its relations with tenants and others having business dealings with it; (ii) operate and maintain the Property as required by the Leases, and otherwise maintain the Property in its present condition, make all necessary repairs and replacements (including repairs and replacements to building systems), and deliver the Property as of the Closing substantially in the condition it is in on the Effective Date, ordinary wear and tear, and damage by fire or other casualty excepted; (iii) maintain fire and casualty insurance, with broad form extended coverage on the Improvements, in an amount for the Property at least equal to the replacement cost for the Improvements on the Property, with a deductible not in excess of $5,000.00 (such insurance to be canceled by Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (iv) maintain rental loss insurance in an amount equal to the reasonably anticipated income from the Property (rent, common area (and building operation) charges, and real estate tax and insurance contributions) for a 12-month period (such insurance to be canceled by the Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (v) not mortgage or encumber any part of the Property or take or suffer any other action affecting title to the Property, nor enter into any loan, or except in the ordinary course of business, incur any other indebtedness without the prior written consent of Purchaser; (vi) not make any commitment or incur any liability to any labor union, through negotiations or otherwise, with respect to the Property; (vii) not become a party to any new licenses, equipment leases, contracts or agreements of any kind relating to the Property, except such contracts or agreements as will be terminated at or prior to Closing without cost or expense to Purchaser or contracts which Purchaser agrees in its sole discretion to assume at Closing Closing, and without having obtained in each case the prior written consent of Purchaser and only in compliance with all operating covenants, Leases, loan documents and Encumbrances contained in the owner's title insurance commitmentTitle Commitment.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.), Purchase and Sale Agreement (Midlantic Office Trust, Inc.)

Operation of the Property. Seller agrees that from the date of this Agreement to the Closing, it will: (i) operate the Property only in the ordinary course and in a commercially reasonable manner, and use its reasonable efforts to preserve its relations with tenants and others having business dealings with it; (ii) operate and maintain the Property as required by the Leases, and otherwise maintain the Property in its present condition, make all necessary repairs and replacements (including repairs and replacements to building systems), and deliver the Property as of the Closing substantially in the condition it is in on the Effective Date, ordinary wear and tear, and damage by fire or other casualty excepted; (iii) maintain fire and casualty insurance, with broad form extended coverage on the Improvements, in an amount for the Property at least equal to the replacement cost for the Improvements on the Property, with a deductible not in excess of $5,000.00 5,000 (such insurance to be canceled by Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (iv) maintain rental loss insurance in an amount equal to the reasonably anticipated income from the Property (rent, common area (and building operation) charges, and real estate tax and insurance contributions) for a 12-month period (such insurance to be canceled by the Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (v) not mortgage or encumber any part of the Property or take or suffer any other action affecting title to the Property, nor enter into any loan, or except in the ordinary course of business, incur any other indebtedness without the prior written consent of Purchaser; (vi) not make any commitment or incur any liability to any labor union, through negotiations or otherwise, with respect to the Property; and (vii) not become a party to any new licenses, equipment leases, contracts or agreements of any kind relating to the Property, except such contracts or agreements as will be terminated at or prior to Closing without cost or expense to Purchaser or contracts which Purchaser agrees in its sole discretion to assume at Closing Closing, and without having obtained in each case the prior written consent of Purchaser and only in compliance with all operating covenants, Leases, loan documents and Encumbrances contained in the owner's title insurance commitmentTitle Commitment.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Midlantic Office Trust, Inc.)

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Operation of the Property. Seller agrees that from the date of this Agreement to the Closing, it will: (i) operate the Property only in the ordinary course and in a commercially reasonable manner, and use its reasonable efforts to preserve its relations with tenants and others having business dealings with it; (ii) operate and maintain the Property as required by the Leases, and otherwise maintain the Property in its present condition, make all necessary repairs and replacements (including repairs and replacements to building systems), and deliver the Property as of the Closing substantially in the condition it is in on the Effective Date, ordinary wear and tear, and damage by fire or other casualty excepted; (iii) maintain fire and casualty insurance, with broad form extended coverage on the Improvements, in an amount for the Property at least equal to the replacement cost for the Improvements on the Property, with a deductible not in excess of $5,000.00 1,000 (such insurance to be canceled by Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (iv) maintain rental loss insurance in an amount equal to the reasonably anticipated income from the Property (rent, common area (and building operation) charges, and real estate tax and insurance contributions) for a 12-month period (such insurance to be canceled by the Seller promptly after the Closing, subject to resolution of any pending claims thereunder and with tail insurance if such coverage is claims made coverage); (v) not mortgage or encumber any part of the Property or take or suffer any other action affecting title to the Property, nor enter into any loan, or except in the ordinary course of business, incur any other indebtedness without the prior written consent of Purchaser; (vi) not make any commitment or incur any liability to any labor union, through negotiations or otherwise, with respect to the Property; and (vii) not become a party to any new licenses, equipment leases, contracts or agreements of any kind relating to the Property, except such contracts or agreements as will be terminated at or prior to Closing without cost or expense to Purchaser or contracts which Purchaser agrees in its sole discretion to assume at Closing Closing, and without having obtained in each case the prior written consent of Purchaser and only in compliance with all operating covenants, Leases, loan documents and Encumbrances contained in the owner's title insurance commitmentTitle Commitment.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Midlantic Office Trust, Inc.)

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