Common use of Purchase of the Property Clause in Contracts

Purchase of the Property. Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property at a price (the “PURCHASE PRICE”) equal to the Property Cost outstanding on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (a) the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five (45) days prior to such purchase, specifying the date of such purchase; and (b) the Lessee shall not have given notice of its intention to exercise the Remarketing Option (or, if such notice has been given, the same shall have been irrevocably rescinded). If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) of all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.4, such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease, including, without limitation, the obligation to pay to the Lessor the Purchase Price on the date specified in the applicable Purchase Notice.

Appears in 1 contract

Samples: Lease (Adobe Systems Inc)

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Purchase of the Property. (a) Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property subject to this Master Lease at a price (the “PURCHASE PRICE”"Purchase Price") equal to the Property Cost outstanding Lease Balance on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ai) the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and; (bii) the Lessee shall not have given notice of its intention to exercise the Remarketing Option Option; (oriii) notwithstanding any other provision contained herein, if such notice has been givenany Environmental Violation shall not be remedied by the Lessee with respect to the Property in accordance with Section 14.2, the same Lessee shall be deemed to have been irrevocably rescinded). made a timely election of its option to purchase the Property in accordance with this Section 18.1. (b) [Intentionally Omitted]. (c) If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) 's receipt of all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s 's right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Master Lease, including, without limitation, the obligation to pay to the Lessor that portion of the Purchase Price Lease Balance allocable to the Property on the date specified in the applicable Purchase Notice. The Lessee shall have the right to elect by written notice to the Lessor to have all or part of any such Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Property, Sufficient Collateral remains subject to the Pledge Agreement.

Appears in 1 contract

Samples: Master Lease (Electronics for Imaging Inc)

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property at a price (the “PURCHASE PRICE”) equal to the Property Cost outstanding Lease Balance on the date of such purchase, plus all accrued and unpaid Rent and all other amounts purchase (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”"Purchase Option Price"). The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ai) the Lessee shall have delivered a Purchase Notice to the Agent Lessor and the Administrative Agent not less than forty-five (455) days prior to such purchase, specifying the date of such purchase; (ii) no Lease Event of Default shall have occurred and then be continuing; and (biii) the Lessee shall not have given notice of its intention to exercise the Remarketing Option delivered (or, if such notice has been givendelivered, the same shall have been irrevocably rescinded) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a). If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) Agent's receipt of all amounts due in connection therewith, the Agent Lessor shall transfer to the Lessee or its designee designees all of the Agent Lessor’s 's and the Lessors' right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Agent Lessor and the Administrative Agent not less than ten five (105) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause either the Lessee or the Guarantor to be released, fully or partially, from any of its their respective obligations under this LeaseMaster Lease or the Guaranty, including, without limitation, the obligation to pay to the Agent Lessor the Purchase Price Lease Balance on the date specified in the applicable Purchase Notice.

Appears in 1 contract

Samples: Master Lease, Deed of Trust and Security Agreement (Alumax Inc)

Purchase of the Property. (a) Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property at a price (the “PURCHASE PRICE”"Purchase Price") equal to the Property Cost outstanding Lease Balance on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (purchase -------------- offset by any Deposit Taker Losses if any)) then due under such purchase is made during the Operative Documents (all such amounts, in the aggregate, the “Property Balance”)Basic Lease Term. The Lessee’s 's exercise of its option pursuant to this Section 18.1 ------------ shall be subject to the following conditions: (a) condition that the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and. (b) Notwithstanding any other provision contained herein, if any Environmental Violation shall not be remedied by the Lessee with respect to the Property in accordance with Section 14.2 and the Lessor has not otherwise ------------ delivered a Termination Notice pursuant to Section 15.2 hereof ------------ in the event the remedying of such Environmental Violation would exceed $2,500,000, the Lessee shall not be deemed to have given notice made a timely election of its intention an option to exercise purchase the Remarketing Option Property in accordance with this Section 18.1. ------------ (or, if such notice has been given, the same shall have been irrevocably rescinded). c) If the Lessee exercises its an option pursuant to this Section 18.1 ------------ or 18.2 then, upon receipt by the Administrative Agent (as assignee of the Lessor) 's receipt of all amounts due in connection ---- therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s 's right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the --------------- date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the relevant Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Master Lease, including, without limitation, the obligation to pay to the Lessor that portion of the Purchase Price Lease Balance on the date specified in the applicable Purchase Notice.

Appears in 1 contract

Samples: Master Lease (Palm Inc)

Purchase of the Property. Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Property Properties subject to this Lease at a price (the “PURCHASE PRICEPurchase Price”) equal to that portion of the Lease Balance allocable to the applicable Property Cost outstanding or Properties on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (a) condition that the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and (b) the Lessee shall not have given notice of its intention to exercise the Remarketing Option (or, if such notice has been given, the same shall have been irrevocably rescinded). : If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) ’s receipt of all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s right, title and interest in and to the Property applicable Properties in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten thirty (1030) Business Days days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease, including, without limitation, the obligation to pay to the Lessor that portion of the Purchase Price Lease Balance allocable to the applicable Properties on the date specified in the applicable Purchase Notice. Notwithstanding anything herein to the contrary, the Lessee may only exercise the Purchase Option for less than all of the Property located in Fort Lauderdale, Florida (commonly known as Cambridge I and Cambridge II) so long as, after giving effect to such purchase, the aggregate Fair Market Sales Value (as determined by an Appraisal) of such remaining Property subject to this Lease would be at least equal to 90% of the remaining Lease Balance for such Property. Property (or portions thereof) remaining subject to this Lease after any such purchase shall constitute one or more legal parcels and separate tax lots and have in effect all subdivision approvals required by Applicable Law. In the event the Lessee exercises the Purchase Option with respect to less than an entire Property, the Lessee must establish prior to the purchase date, to the reasonable satisfaction of the Lessor and Administrative Agent, that the requirements of the immediately preceding sentence have been fulfilled. The Lessee shall have the right to elect by written notice to the Lessor and the Administrative Agent to have all or part of the Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Properties, sufficient Collateral remains subject to the Pledge Agreement. In addition, the Lessee may effect any such purchase by assumption of the Loans relating to the portion of the Lease Balance to be paid and paying to the Lessor the related Lessor Amount.

Appears in 1 contract

Samples: Master Lease (Citrix Systems Inc)

Purchase of the Property. (a) Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property subject to this Amended and Restated Master Lease at a price (the “PURCHASE PRICEPurchase Price”) equal to the Property Cost outstanding Lease Balance on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee’s exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ai) the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and; (bii) the Lessee shall not have given notice of its intention to exercise the Remarketing Option Option; (oriii) notwithstanding any other provision contained herein, if such notice has been givenany Environmental Violation shall not be remedied by the Lessee with respect to the Property in accordance with Section 14.2, the same Lessee shall be deemed to have been irrevocably rescinded). made a timely election of its option to purchase the Property in accordance with this Section 18.1. (b) [Intentionally Omitted]. (c) If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) ’s receipt of all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Amended and Restated Master Lease, including, without limitation, the obligation to pay to the Lessor that portion of the Purchase Price Lease Balance allocable to the Property on the date specified in the applicable Purchase Notice. The Lessee shall have the right to elect by written notice to the Lessor to have all or part of any such Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Property, Sufficient Collateral remains subject to the Amended and Restated Basic Term Pledge Agreement.

Appears in 1 contract

Samples: Master Lease (Electronics for Imaging Inc)

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Property Properties subject to this Master Lease (the "Purchase Option") at a price (the “PURCHASE PRICE”) equal to the aggregate Property Cost outstanding Balances of the relevant Properties on the date of such purchase, plus all accrued and unpaid Rent and all other amounts purchase (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”"Purchase Option Price"). The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ai) the Lessee shall have delivered a Purchase Notice to the Lessor Agent Certificate Holder and the Administrative Agent not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and; (bii) the Lessee shall not have given notice of its intention to exercise the Remarketing Option delivered (or, if such delivered, shall not have failed to rescind) a written notice has been givenof the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, the same no Lease Event of Default shall have been irrevocably rescinded)occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless the Lessee purchases all of the Properties or the Required Participants shall have consented to the exercise of such purchase Option with respect to less than all of the Properties, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder shall cause Lessor shall Trust to transfer to the Lessee or its designee designees all of the Lessor’s Lessor Trust's right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor Agent Certificate Holder and the Administrative Agent not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Guarantor or the Lessee to be released, fully or partially, from any of its their obligations under this Master Lease, including, without limitation, the obligation to pay to the Lessor Agent Certificate Holder the Purchase Price Lease Balance on the date specified in the applicable Purchase Notice.

Appears in 1 contract

Samples: Participation Agreement (Mondavi Robert Corp)

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Purchase of the Property. Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Property Properties subject to this Lease at a price (the “PURCHASE PRICE”"Purchase Price") equal to that portion of the Lease Balance allocable to the applicable Property Cost outstanding or Properties on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”). The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (a) condition that the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and (b) the Lessee shall not have given notice of its intention to exercise the Remarketing Option (or, if such notice has been given, the same shall have been irrevocably rescinded). : If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) 's receipt of Master Lease all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s 's right, title and interest in and to the Property applicable Properties in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten thirty (1030) Business Days days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease, including, without limitation, the obligation to pay to the Lessor that portion of the Purchase Price Lease Balance allocable to the applicable Properties on the date specified in the applicable Purchase Notice. Notwithstanding anything herein to the contrary, the Lessee may only exercise the Purchase Option for less than all of the Property located in Fort Lauderdale, Florida (commonly known as Cambridge I and Cambridge II) so long as, after giving effect to such purchase, the aggregate Fair Market Sales Value (as determined by an Appraisal) of such remaining Property subject to this Lease would be at least equal to 90% of the remaining Lease Balance for such Property. Property (or portions thereof) remaining subject to this Lease after any such purchase shall constitute one or more legal parcels and separate tax lots and have in effect all subdivision approvals required by Applicable Law. In the event the Lessee exercises the Purchase Option with respect to less than an entire Property, the Lessee must establish prior to the purchase date, to the reasonable satisfaction of the Lessor and Administrative Agent, that the requirements of the immediately preceding sentence have been fulfilled. The Lessee shall have the right to elect by written notice to the Lessor and the Administrative Agent to have all or part of the Purchase Price paid by liquidation of the Collateral so long as, in the case of a purchase of less than all the Properties, sufficient Collateral remains subject to the Pledge Agreement. In addition, the Lessee may effect any such purchase by assumption of the Loans relating to the portion of the Lease Balance to be paid and paying to the Lessor the related Lessor Amount.

Appears in 1 contract

Samples: Master Lease (Citrix Systems Inc)

Purchase of the Property. Subject to the conditions contained herein, the Lessee shall have the irrevocable option on any Business Day to purchase all (but not less than all) of the Property at a price (the “PURCHASE PRICE”"Purchase Price") equal to the Property Cost outstanding on the date of such purchase, plus all accrued and unpaid Rent and all other amounts (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”)Documents. The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (a) the Lessee shall have delivered a Purchase Notice to the Lessor not less than forty-five (45) days prior to such purchase, specifying the date of such purchase; and; (b) the Lessee shall not have given notice of its intention to exercise the Remarketing Option Option; and (or, if such notice has been given, the same c) no Lease Event of Default shall have been irrevocably rescinded)occurred and be continuing. If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) of all amounts due in connection therewith, the Lessor shall transfer to the Lessee or its designee all of the Lessor’s 's right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.419.1, such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease, including, without limitation, the obligation to pay to the Lessor the Purchase Price Property Cost on the date specified in the applicable Purchase Notice. Notwithstanding the condition set forth in clause (c) of this Section 18.1, the Lessee may purchase the Property after the occurrence and during the continuation of a Lease Event of Default (other than a Lease Event of Default of the type described in clause (i) of Section 16.1(a)) in accordance with the procedures described in Section 18.1 if the Lessee shall have given written notice of its intention to do so within ten (10) days after the occurrence of such Lease Event of Default; provided, however, that the Lessee shall purchase the Property and pay all amounts due in connection therewith within ten (10) days after giving such written notice. The Lessee's purchase of the Property in accordance with this Section 18.1 shall be deemed to cure the applicable Lease Event of Default upon the receipt by the Administrative Agent (as assignee of the Lessor) of all amounts due in connection with such purchase pursuant to this Section 18.1.

Appears in 1 contract

Samples: Lease Agreement (Adobe Systems Inc)

Purchase of the Property. Subject to the conditions contained herein, and without limitation of the Lessee's purchase obligation pursuant to Section 18.2 or 18.3, the Lessee shall have the irrevocable option on any Business Day to purchase any or all (but not less than all) of the Property Properties subject to this Master Lease (the "Purchase Option") at a price (the “PURCHASE PRICE”) equal to the aggregate Property Cost outstanding Balances of the relevant Properties on the date of such purchase, plus all accrued and unpaid Rent and all other amounts purchase (including Break Costs (if any)) then due under the Operative Documents (all such amounts, in the aggregate, the “Property Balance”"Purchase Option Price"). The Lessee’s 's exercise of its option pursuant to this Section 18.1 shall be subject to the following conditions: (ai) the Lessee shall have delivered a Purchase Notice to the Lessor Agent Certificate Holder and the Administrative Agent not less than forty-five thirty (4530) days prior to such purchase, specifying the date of such purchase; and; (bii) the Lessee shall not have given notice of its intention to exercise the Remarketing Option delivered (or, if delivered, shall not have failed to rescind) a written notice of the Lessee's exercise of the Remarketing Option pursuant to Section 20.1(a); (iii) if the purchase is of less then all Properties, no Lease Event of Default shall have occurred and then be continuing; and (iv) the lessee may not exercise its Purchase Option with respect to any Property unless (a) after giving effect to such notice has been givenpurchase and the payment of the Property Balances in connection therewith, the same Lease Balance shall equal or exceed 60% of the Aggregate Commitment Amount as in effect on the date of such purchase or Lessee purchases all of the Properties or (ii) the Required Participants shall have been irrevocably rescinded)consented to the exercise of such purchase Option, which consent shall not be unreasonably withheld. If the Lessee exercises its option pursuant to this Section 18.1 then, upon receipt by the Administrative Agent (as assignee of the Lessor) Agent's receipt of all amounts due in connection therewith, the Agent Certificate Holder shall cause Lessor shall Trust to transfer to the Lessee or its designee designees all of the Lessor’s Lessor Trust's right, title and interest in and to the Property in accordance with the procedures set forth in Section 18.421.1(a), such transfer to be effective as of the date specified in the Purchase Notice. The Lessee may designate, in a notice given to the Lessor Agent Certificate Holder and the Administrative Agent not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee or transferees to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee or transferees shall not cause any Guarantor or the Lessee to be released, fully or partially, from any of its their obligations under this Master Lease, including, without limitation, the obligation to pay to the Lessor Agent Certificate Holder the Purchase Price Lease Balance on the date specified in the applicable Purchase Notice.

Appears in 1 contract

Samples: Participation Agreement (Mondavi Robert Corp)

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