Common use of Procedure upon Purchase Clause in Contracts

Procedure upon Purchase. (a) If the Lessee shall deliver (or is deemed to have delivered) an Offer to Purchase under Section 14(a)(i), the closing of the Lessee's purchase of the Property (the "Closing Date") shall be on the Expiration Date (or such earlier date during the last six (6) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(ii), (iii), or (iv), on the Payment Date specified in the Partial Termination Notice, Early Termination Notice, or Termination Notice, as applicable; (2) in the case of an Offer to Purchase (covering either all of the Property or an applicable portion thereof) delivered pursuant to subsection 14(a)(v) or (vi) on the first Payment Date that is at least thirty (30) days after delivery (or deemed delivery) of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the Lessee. On the Closing Date, upon receipt of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Property or applicable portion thereof (or, in the case of Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable limited or special warranty deed and other appropriate conveyance documents containing no representation or warranty (expressed or implied) except that the Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except as consented to by the Lessee).

Procedure upon Purchase. On or prior to the Purchase Date, the Company will deposit with the Trustee or with one or more paying agents (aor, if the Company is acting as its own paying agent, set aside, segregate and hold in trust as provided in Section 5.04(b)) an amount of money sufficient to pay on the Purchase Date all the Debentures to be purchased on such date at the appropriate repurchase price, together with accrued interest to (but not including) the Purchase Date; provided, however, that if such payment is made on the Purchase Date it must be received by the Trustee or paying agent, as the case may be, by 10:00 a.m. New York City time, on such date. Payment for Debentures surrendered for purchase (and not withdrawn) prior to the Purchase Date will be made promptly (but in no event more than five (5) Business Days) following the Purchase Date by mailing checks for the amount payable to the holders of such Debentures entitled thereto as they shall appear on the registry books of the Company. If the Lessee shall deliver (paying agent holds money or is deemed securities sufficient to have delivered) an Offer pay the repurchase price of all Debentures to be purchased on such Purchase under Section 14(a)(i), the closing of the Lessee's purchase of the Property (the "Closing Date") shall be on the Expiration Date (or, if the Company is acting as its own paying agent, such money or such earlier date during the last six (6securities have been set aside, segregated and held in trust as provided in Section 5.04(b)) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(ii), (iii), or (iv), on the Payment Date specified in the Partial Termination Notice, Early Termination Notice, or Termination Notice, as applicable; within two (2) in Business Days following the case of an Offer Purchase Date, then, on and after such Business Day, the Debentures shall cease to Purchase (covering either be outstanding, interest shall cease to accrue, whether or not the Debentures are delivered to the paying agent, and all other rights of the Property or an applicable portion thereof) delivered pursuant Debentureholder under this Indenture and the Debentures shall terminate, except the right to subsection 14(a)(v) or (vi) on receive the first Payment Date that is at least thirty (30) days after repurchase price thereof upon delivery (or deemed delivery) of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the Lessee. On the Closing Date, upon receipt of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Property or applicable portion thereof (or, in the case of Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable limited or special warranty deed and other appropriate conveyance documents containing no representation or warranty (expressed or implied) except that the Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except as consented to by the Lessee)Debentures.

Procedure upon Purchase. On or prior to the Purchase Date, the Company will deposit with the Trustee or with one or more paying agents (aor, if the Company is acting as its own paying agent, set aside, segregate and hold in trust as provided in Section 5.04(b)) an amount of money sufficient to pay on the Purchase Date all the Debentures to be purchased on such date at the appropriate repurchase price, together with accrued interest to (but not including) the Purchase Date; provided, however, that if such payment is made on the Purchase Date it must be received by the Trustee or paying agent, as the case may be, by 10:00 a.m. New York City time, on such date. Payment for Debentures surrendered for purchase (and not withdrawn) prior to the Purchase Date will be made promptly (but in no event more than five (5) Business Days) following the Purchase Date by mailing checks for the amount payable to the holders of such Debentures entitled thereto as they shall appear on the registry books of the Company. If the Lessee shall deliver (paying agent holds money or is deemed securities sufficient to have delivered) an Offer pay the repurchase price of all Debentures to be purchased on such Purchase under Section 14(a)(i), the closing of the Lessee's purchase of the Property (the "Closing Date") shall be on the Expiration Date (or, if the Company is acting as its own paying agent, such money or such earlier date during the last six (6securities have been set aside, segregated and held in trust as provided in Section 5.04(b)) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(ii), (iii), or (iv), on the Payment Date specified in the Partial Termination Notice, Early Termination Notice, or Termination Notice, as applicable; within two (2) in Business Days following the case of an Offer Purchase Date, then, on and after such Business Day, the Debentures shall cease to Purchase be outstanding, interest (covering either and Liquidated Damages, if any) shall cease to accrue, whether or not the Debentures are delivered to the paying agent, and all other rights of the Property or an applicable portion thereof) delivered pursuant Debentureholder under this Indenture and the Debentures shall terminate, except the right to subsection 14(a)(v) or (vi) on receive the first Payment Date that is at least thirty (30) days after repurchase price thereof upon delivery (or deemed delivery) of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the Lessee. On the Closing Date, upon receipt of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Property or applicable portion thereof (or, in the case of Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable limited or special warranty deed and other appropriate conveyance documents containing no representation or warranty (expressed or implied) except that the Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except as consented to by the Lessee)Debentures.

Procedure upon Purchase. (a) If the Lessee shall deliver (or is deemed to have delivered) an Offer to Purchase under Section 14(a)(i), The date of the closing of the Lessee's (or ----------------------- its designee's) purchase of the Mill I Property (the "Closing Date") shall be ------------ (i) on the Expiration Date pursuant to paragraph 27 hereof, or (ii) if the Lessee shall deliver (or such earlier date during the last six (6shall be deemed to have delivered) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(iiparagraph 14(a) hereof, on the next scheduled Payment Date following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iii) if the Lessee shall deliver (or be deemed to have delivered) an Offer to Purchase pursuant to paragraphs 12(b), (iii12(c) or 13(d), on the fifteenth day following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iv) if the Lessee shall pay the Offer Purchase Price pursuant to paragraph 19(h), on the Payment Date specified in the Partial Termination Notice, Early Termination Notice, or Termination Notice, as applicable; (2) in the case of an Offer to Purchase (covering either all date of the Property or an applicable portion thereof) delivered pursuant to subsection 14(a)(v) or (vi) on the first Payment Date that is at least thirty (30) days after delivery (or deemed delivery) Lessor's receipt of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the LesseePrice. On the Closing Date, upon receipt by the Agent of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Mill I Property or applicable portion thereof (or, in the case of Casualty or Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable assignment of the leasehold interest in the Mill I Parcel, limited or special warranty deed and xxxx of sale to Mill I, the Mill I Improvements and the Mill I Alterations and assignment of the Facility Agreements (other appropriate conveyance documents than the rights of the Lessor to any indemnities thereunder), in each case containing no representation or warranty (expressed or implied) except that the Mill I Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except as consented to by the Lessee)Liens.

Procedure upon Purchase. (a) If the Lessee shall deliver (or is deemed to have delivered) an Offer to Purchase under Section 14(a)(i), The date of the closing of the Lessee's purchase of the Property (the "Closing DateCLOSING DATE") shall be (i) on the Expiration Date pursuant to paragraph 27 hereof or (ii) if the Lessee shall deliver (or such earlier date during the last six (6shall be deemed to have delivered) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(ii)paragraph 14(a) hereof, on the next scheduled Payment Date following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, (iii) if the Lessee shall deliver (or be deemed to have delivered) an Offer to Purchase pursuant to paragraphs 12(b), 13(b) or 18A hereof, on the fifteenth day following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iv) if the Lessee shall deliver (or be deemed to have delivered) an Offer to Purchase pursuant to paragraphs 14(d) or 19(h), on the Payment Date specified in fifth Business Day following the Partial Termination Notice, Early Termination Notice, date of Lessor's acceptance or Termination Notice, as applicable; (2) in the case deemed acceptance of an such Offer to Purchase (covering either all of the Property or an applicable portion thereof) delivered pursuant to subsection 14(a)(v) or (vi) on the first Payment Date that is at least thirty (30) days after delivery (or deemed delivery) of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the LesseePurchase. On the Closing Date, upon receipt by the Lessor of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Property or applicable portion thereof (or, in the case of Casualty or Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable limited or special warranty deed and other appropriate conveyance documents containing bill of sale to the Property and Improvements, in each case containxxx no representation or warranty (expressed or implied) except that the Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, lease or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except Permitted Encumbrances and as consented to or created or caused by the LesseeLessee and except as to any interest created by the Lessor upon the exercise of any right hereunder upon any Event of Default).

Procedure upon Purchase. (a) If the Lessee shall deliver (or is deemed to have delivered) an Offer to Purchase under Section 14(a)(i), The date of the closing of the Lessee's (or ----------------------- its designee's) purchase of the Mill II Property (the "Closing Date") shall be ------------ (i) on the Expiration Date pursuant to paragraph 27 hereof, or (ii) if the Lessee shall deliver (or such earlier date during the last six (6shall be deemed to have delivered) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(iiparagraph 14(a) hereof, on the next scheduled Payment Date following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iii) if the Lessee shall deliver (or be deemed to have delivered) an Offer to Purchase pursuant to paragraphs 12(b), (iii12(c) or 13(d), on the fifteenth day following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iv) if the Lessee shall pay the Offer Purchase Price pursuant to paragraph 19(h), on the Payment Date specified in the Partial Termination Notice, Early Termination Notice, or Termination Notice, as applicable; (2) in the case of an Offer to Purchase (covering either all date of the Property or an applicable portion thereof) delivered pursuant to subsection 14(a)(v) or (vi) on the first Payment Date that is at least thirty (30) days after delivery (or deemed delivery) Lessor's receipt of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the LesseePrice. On the Closing Date, upon receipt by the Agent of the Offer Purchase Price, the Lessor shall convey, or cause to be conveyed, the Mill II Property or applicable portion thereof (or, in the case of Casualty or Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable assignment of the leasehold interest in the Mill II Parcel, limited or special warranty deed and xxxx of sale to Mill II, the Mill II Improvements and the Mill II Alterations and assignment of the Facility Agreements (other appropriate conveyance documents than the rights of the Lessor to any indemnities thereunder), in each case containing no representation or warranty (expressed or implied) except that the Mill II Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except as consented to by the Lessee)Liens.

Procedure upon Purchase. (a) If the Lessee shall deliver (or is deemed to have delivered) an Offer to Purchase under Section 14(a)(i), The date of the closing of the Lessee's purchase of the Property (the "Closing Date") shall be (i) on the Expiration Date pursuant to paragraph 27 hereof or (ii) if the Lessee shall deliver (or such earlier date during the last six (6shall be deemed to have delivered) months of the Term as may be designated by Lessee). Otherwise, the Closing Date shall be: (1) in the case of an Offer to Purchase covering all or a portion of the Property given pursuant to subsection 14(a)(ii)paragraph 14(a) hereof or an HCL Termination Notice pursuant to paragraph 14A(a) hereof, on the next scheduled Payment Date following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, (iii)) if the Lessee shall deliver (or be deemed to have 19 23 delivered) an Offer to Purchase pursuant to paragraphs 12(b) or 13(b) hereof or Section 7.04 of the Participation Agreement, on the fifteenth day following the date of Lessor's acceptance or deemed acceptance of such Offer to Purchase, or (iv) if the Lessee shall deliver (or be deemed to have delivered) an Offer to Purchase pursuant to paragraph 19(h), on the Payment Date specified in fifth day following the Partial Termination Notice, Early Termination Notice, date of Lessor's acceptance or Termination Notice, as applicable; (2) in the case deemed acceptance of an such Offer to Purchase (covering either all of the Property or an applicable portion thereof) delivered pursuant to subsection 14(a)(v) or (vi) on the first Payment Date that is at least thirty (30) days after delivery (or deemed delivery) of the Offer to Purchase to Lessor by Lessee. In any case the Closing Date may be on such other date as may be mutually agreed upon by the Lessor and the LesseePurchase. On the Closing Date, upon receipt by the Trustee (on behalf of the Lessor) of the Offer Purchase Price (or in the case of an HCL Termination, the HCL Purchase Price), the Lessor shall convey, or cause to be conveyed, the Property (or applicable portion thereof thereof) (or, in the case of Casualty or Condemnation, the remaining portion thereof) to the Lessee or its designee by an appropriate recordable limited assignment or special warranty termination of the Ground Lease (or appropriate portion thereof) and an appropriate recordable deed and other appropriate conveyance documents bill xx sale to the Improvements, in each case containing no representation or warranty (expressed or implied) except that the Property or applicable portion thereof is free and clear of any conveyance, mortgage, lease, lease or Lien or other adverse interest of any kind created or caused by the Lessor or any person claiming by, through or under the Lessor but not otherwise (except Permitted Encumbrances and as consented to or created or caused by the LesseeLessee and except as to any interest created by the Lessor upon the exercise of any right hereunder upon any Default, Event of Default, Unwind Event, Environmental Trigger or upon the delivery of a Termination Notice or a Lessor Termination Notice).