PROVISIONS OF MASTER LEASE Sample Clauses

PROVISIONS OF MASTER LEASE. Notwithstanding anything to the contrary contained in this Sublease: a. Sublessee shall indemnify and hold both Sublessor and Master Lessor harmless pursuant to the indemnity provision of the Master Lease; b. The obligations of Master Lessor under the Master Lease to repair or replace the Premises shall remain the obligation of Master Lessor and shall not be assumed by Sublessor; c. The right of entry of Master Lessor under the Master Lease shall be the right of each of Master Lessor and Sublessor, d. Sublessee shall pay Sublessor a late charge, as provided in the Master Lease, if rent is not received by Sublessor when due; and e. Any assignment or subletting by Sublessee of the Sublease or the Sublease Premises shall be governed by the Master Lease, and the term "Landlord" in Article 16 of the Third Amendment of Lease shall mean each of Master Lessor and Sublessor.
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PROVISIONS OF MASTER LEASE. Notwithstanding anything to the contrary contained in this Sublease: a. Subtenant shall indemnify, defend, protect and hold harmless Sublandlord, and its agents, employees, directors and officers, pursuant to the indemnity provisions of the Master Lease; b. Sublandlord does not assume, and is not assuming, any of the obligations of Master Landlord under the Master Lease (including the indemnification, compliance with laws, and maintenance obligations), provided, however, that Sublandlord shall continue to perform all of “Lessee’s” obligations under the Master Lease to the extent those obligations are not made the obligations of Subtenant pursuant to the provisions of this Sublease; and c. The right of entry of Master Landlord under the Master Lease shall be the right of each of Master Landlord and Sublandlord. d. References to “Lessor” in Section 2.02, the first five sentences of Section 6.01.b, Sections 6.02, 6.05, the first sentence of Section 7.01, and Sections 7.03, 8.01.a, 13.01, 13.02, 16.01, 17.13, and 17.19 shall mean only Master Landlord. In addition, (i) the phrase “It is the intention of the parties hereto that this Lease shall not be terminable for any reason by Lessee” at the beginning of the third sentence of Section 4.04 shall not be deemed to terminate or otherwise modify Subtenant’s termination rights set forth in this Sublease, and (ii) the reference to “Lessor” in the third sentence of Section 9.01 shall mean both Sublandlord and Master Landlord. e. Notwithstanding anything to the contrary contained in this Sublease, whenever the consent of Master Landlord is required under the Master Lease, and whenever Master Landlord fails to perform its obligations and covenants under the Master Lease, Sublandlord agrees to use its commercially reasonable, diligent good faith efforts to obtain, at Subtenant’s sole cost and expense, that consent or performance on behalf of Subtenant. In each instance under this Sublease, where Sublandlord is required to use commercially reasonable, diligent good faith efforts to enforce the obligations and covenants of Master Landlord under the Master Lease, such efforts shall be limited to: (1) notifying Master Landlord, upon Subtenant’s written request, of any nonperformance under the Master Lease and requesting that Master Landlord perform its obligations and covenants thereunder; (2) up to ten (10) follow-up letters to Master Landlord if requested by Subtenant; and (3) attending up to five (5) meetings with the Ma...
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PROVISIONS OF MASTER LEASE. Notwithstanding anything to the contrary contained in this Sublease: 5 6 a. Sublessee shall indemnify and hold both Sublessor and Master Lessor harmless pursuant to the provisions of Article 8, Section 8.2 and any other indemnity provision of the Master Lease:
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PROVISIONS OF MASTER LEASE. Except as otherwise provided herein, all of the terms, provisions, covenants and agreements of the Master Lease attached hereto as Exhibit “A” are incorporated herein by reference and made a part hereof and shall be applicable to this Sublease just as if they were stated herein with Sublessor being named as Landlord and Sublessee named as Tenant. This Sublease and Sublessee’s rights under this Sublease shall at all times be subject to and subordinate to the underlying Master Lease and Sublessee shall perform all obligations of Sublessor under said Master Lease with respect to the subleased Premises. Sublessee acknowledges that any termination of the underlying Master Lease shall extinguish this Sublease. Landlord’s consent to this Sublease shall not make Landlord a party to this Sublease, shall not create any privity of contract between Landlord and Sublessee or other contractual liability or duty on the part of the Landlord to the Sublessee, shall not constitute its consent or waiver of consent to any subsequent sublease, and shall not in any manner increase, decrease or otherwise affect the rights and obligations of Landlord and Sublessor under the underlying Master Lease, in respect of the subleased Premises. Sublessee shall have no right to assigns this Sublease or further sublet the subleased Premises. Any term of this Sublease that in any way conflicts with or alters the provisions of the underlying Master Lease shall be of no effect to the Landlord and Landlord shall not assume any obligations as Sublessor under the Sublease and Sublessee shall not acquire any rights under the Sublease directly assertable against Landlord under the underlying Master Lease. Sublessor hereby collaterally assigns to Landlord, this Sublease and any and all payments due to Sublessor from Sublessee as additional security for Sublessor’s performance of all of its covenants and obligations under the underlying Master Lease, and authorized Landlord to collect the same directly from Sublessee and otherwise administer the provisions of this Sublease, at the option of Landlord. Sublessee hereby consents to such collateral assignment of this Sublease to Landlord and agrees to observe its obligations created hereby.
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PROVISIONS OF MASTER LEASE. Notwithstanding anything to the contrary contained in this Sublease: a. Sublessee shall indemnify and hold both Sublessor and Master Lessor harmless pursuant to the provisions of Section 6.2(c), Section 8.7 and any other indemnity provision of the Master Lease; b. The obligations of Master Lessor under the Master Lease shall remain the obligations of Master Lessor and shall not be assumed by Sublessor; c. The right of entry of Master Lessor under Section 32 of the Master Lease shall be the right of each of Master Lessor and Sublessor;
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PROVISIONS OF MASTER LEASE. Notwithstanding anything to the contrary contained in this Sublease: a. Sublessee shall indemnify and hold both Sublessor and Master Lessor harmless pursuant to the provisions of Article 18 and any other indemnity provision of the Master Lease (with reference therein to "Premises" being replaced with "Sublease Premises"); b. The obligations of Master Lessor under the Master Lease to repair or replace the Premises shall remain the obligations of Master Lessor and shall not be assumed by Sublessor; c. The right of entry of Master Lessor under Article 13 of the Master Lease shall be the right of each of Master Lessor and Sublessor; d. Sublessee shall pay Sublessor interest and late charges as provided in Section 5.3 of the Master Lease, if rent is not received by Sublessor when due; and e. Any assignment or subletting by Sublessee of the Sublease or the Sublease Premises shall be governed by Article 10 of the Master Lease, and the term "Landlord" in Article 10 shall mean each of Master Lessor and Sublessor.
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PROVISIONS OF MASTER LEASE 
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Related to PROVISIONS OF MASTER LEASE

  • Survival of Agreement; Severability (a) All covenants, agreements representations and warranties made by the Guarantors herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Agreement or the other Loan Document shall be considered to have been relied upon by the Administrative Agent and the Lenders and shall survive the making by the Lenders of the Loans and the issuance of the Letters of Credit by the Issuing Bank regardless of any investigation made by any of them or on their behalf, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any other fee or amount payable under this Agreement or any other Loan Document is outstanding and unpaid or the LC Exposure does not equal zero and as long as the Commitments have not been terminated. (b) In the event one or more of the provisions contained in this Agreement or in any other Loan Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other jurisdiction). The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.

  • Complete Agreement/Severability This Waiver and Release of Claims constitutes the complete and final agreement between the parties and supersedes and replaces all prior or contemporaneous agreements, negotiations, or discussions relating to the subject matter of this Waiver and Release of Claims. All provisions and portions of this Waiver and Release of Claims are severable. If any provision or portion of this Waiver and Release of Claims or the application of any provision or portion of the Waiver and Release of Claims shall be determined to be invalid or unenforceable to any extent or for any reason, all other provisions and portions of this Waiver and Release of Claims shall remain in full force and shall continue to be enforceable to the fullest and greatest extent permitted by law.

  • Other Provisions of General Application Section 7.1 Notices to the Rights Agent, Parent and the Stockholders’ Representative. Any notice, request, instruction or other document to be given hereunder by any party to the others shall be in writing and delivered personally or sent by registered or certified mail, postage prepaid, by electronic mail (except with respect to the Rights Agent), by facsimile transmission only with respect to the Rights Agent or overnight courier, provided that with respect to notices deliverable to the Stockholders’ Representative, such notices shall be delivered solely via electronic mail or facsimile: If to Parent or the Company: Eros International Plc First Names House Victoria Road Xxxxxxx Isle of Man IM2 4DF British Isles Attention: Xxxx Xxxxxxx, Chief Corporate and Strategy Officer Email: xxxx.xxxxxxx@xxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxxxx, Xxxx & Xxxxxxxx LLP 000 Xxxxx Xxxxx Xxxxxx Xxx Xxxxxxx, Xxxxxxxxxx 00000-0000 Attention: Xxxxx Xxxxxx Xxxxx Xxxxxx Email: xxxxxxx@xxxxxxxxxx.xxx xxxxxxx@xxxxxxxxxx.xxx If to the Rights Agent: Computershare Trust Company, N.A., Computershare Inc. 000 Xxxxxx Xxxxxx Canton, MA 02021 Attention: Client Services Facsimile: (000) 000-0000 If to the Stockholders’ Representative: Fortis Advisors LLC Attention: Notices Department (Project World Cup) Email: xxxxxxx@xxxxxxxxx.xxx Facsimile: (000) 000-0000 with a copy (which shall not constitute notice) to: Xxxxxxxx & Xxxxx LLP 000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxx, Xxxxxxxxxx 00000 Attention: Xxxx X. Xxxxxx, P.C. Email: xxxx.xxxxxx@xxxxxxxx.xxx or to such other persons or addresses as may be designated in writing by the party to receive such notice as provided above. Any notice, request, instruction or other document given as provided above shall be deemed given to the receiving party upon actual receipt, if delivered personally; three (3) business days after deposit in the mail, if sent by registered or certified mail; upon confirmation of successful transmission if sent by electronic mail; or on the next business day after deposit with an overnight courier, if sent by an overnight courier.

  • Survival Severability The representations, warranties, covenants and agreements of the parties hereto shall survive each Closing hereunder. In the event that any provision of this Agreement becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement shall continue in full force and effect without said provision; provided that such severability shall be ineffective if it materially changes the economic benefit of this Agreement to any party.

  • Conditions of Agreement This is a tentative Agreement and shall be of no force and effect unless and until all of the following occur: A. The tentative Agreement is approved by the Board of Trustees of the University of Maine System. B. The tentative Agreement is ratified by the bargaining unit membership of the Associated Faculties of the University of Maine System, MEA/NEA.

  • Modification and Severability The Contract may only be modified by written agreement between the Department and the Contractor. Should a court determine any provision of the Contract is invalid, the remaining provisions will not be affected, and the rights and obligations of the Parties will be construed and enforced as if the Contract did not contain the provision held invalid.

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  • Construction and Severability If any provision of this Agreement shall be held invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired, and the parties undertake to implement all efforts which are necessary, desirable and sufficient to amend, supplement or substitute all and any such invalid, illegal or unenforceable provisions with enforceable and valid provisions which would produce as nearly as may be possible the result previously intended by the parties without renegotiation of any material terms and conditions stipulated herein.

  • Governing Law; Severability This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware excluding that body of law pertaining to conflicts of law. Should any provision of this Agreement be determined by a court of law to be illegal or unenforceable, the other provisions shall nevertheless remain effective and shall remain enforceable.

  • Provisions of General Application (a) All accounting terms not specifically defined herein shall be construed in accordance with GAAP. (b) The terms defined in this Article include the plural as well as the singular. (c) The words "herein," "hereof" and "hereunder" and other words of similar import refer to this Agreement as a whole. All references to Articles and Sections shall be deemed to refer to Articles and Sections of this Agreement.

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