Radius Restrictions Sample Clauses

Radius Restrictions. ‌ These provisions are the flip side of exclusive rights provisions. Where a retail lease calls for percentage rent, the land- lord will want the tenant to agree not to open a competing operation so close to the shopping center that it might draw off sales from the tenant’s store in the shopping center. Accordingly, the landlord will require the tenant to covenant not to open other stores within an agreed “radius” of the shopping center. The negotiation and drafting of these provisions can get tricky. The tenant will want an exception for any existing stores, as well as for violations that may occur by reason of the tenant’s acquisition of an existing chain of operations or a competitor’s acquisition of the tenant. Remedies for xxxxx- tion of radius restrictions vary, but commonly call for the inclusion of gross sales from the violating location in gross sales at the premises for purposes of computing percentage rent.
Sample 1
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Radius Restrictions. For so long as the Operating Partnership and/or NHP, directly or indirectly owns any material portion of any Property acquired pursuant to the Contribution Agreement or any Approved Property acquired pursuant to a Pipeline Property Contribution Agreement (individually, a “Protected Property”, and collectively, the “Protected Properties”), PMB LLC shall deliver a “Right of First Offer Notice” (as hereinafter defined) to NHP and the Operating Partnership in the event that PMB LLC or its affiliates intend to acquire and develop a MOB, or acquire an existing MOB, whether directly or indirectly and whether by fee or by leasehold, to the extent that such additional real property, or any portion of such additional real property, is located in the “Competitive Area” (as hereinafter defined) of such Protected Property (each, a “ROFO Property”). Notwithstanding anything to the contrary in this Section 7.1, the “Right of First Offer” (as hereinafter defined) and the “Right of First Refusal” (as hereinafter defined) with respect to any ROFO Property shall not apply if the proposed transaction with respect to such ROFO Property is an Excluded ROFO Transaction. Prior to seeking or negotiating any third party investments or financial arrangements with respect to such ROFO Property (other than with any hospitals or doctors that may be affiliated with such ROFO Property) PMB LLC shall first notify the Operating Partnership in writing (the “Right of First Offer Notice”) of its intentions, which Right of First Offer Notice shall (a) summarize the transaction that PMB LLC or its affiliates are considering in connection with such ROFO Property (including, without limitation, information regarding the ownership interests or investment opportunities that PMB LLC wishes to offer to a third party financial institution or investor and what interests are likely to be held by doctors and/or hospitals), (b) contain the material economic terms upon which PMB LLC would, in good faith, expect to be able to enter into its contemplated transaction in the market and (c) offer (in each case, a “Right of First Offer”) to the Operating Partnership the opportunity to consider whether it will participate in the contemplated transaction on material economic terms substantially similar to those contained in the Right of First Offer Notice. PMB LLC shall also provide any reasonable additional information that it has with respect to the transaction and such ROFO Property, which the Operating Partner...
Sample 1
Radius Restrictions. Until such time as the Buildings and other Improvements to be constructed on the Premises in accordance with the Approved Final Plans and Specifications for all of the Initial Project have been Substantially Completed, neither Lessee, nor any Guarantor under the Guaranty, nor any of Lessee's members or the respective Affiliates of Lessee or any Guarantor under the Guaranty shall engage, directly or indirectly, in the development, ownership, operation, management of any other hotel project similar in nature to the Permitted Uses, within a radius of five (5) miles of the Techny Land, whether such development, ownership, operation, management or other project is direct or indirect, through one or more entities, contractual relationships or familial relationships, and whether such development, ownership, operation, management or project acts as owner, principal, agent, partner, shareholder, officer, director, member, trustee, beneficiary, employer, employee, consultant, manager, lessor, lessee, or otherwise. Notwithstanding the foregoing, any member of or principal owner of Lessee or any Guarantor, and any of the respective Affiliates of Lessee or any Guarantor which is a separate Person from Lessee and is regularly engaged in the business of providing construction or architectural services shall not be restricted by the provisions of this Section 6.3(a) from being engaged by unrelated third parties to provide any such services to any ​ other project within such five (5) mile radius, as Xxxx as such member or principal owner of Lessee or any Guarantor under the Guaranty (or any of their respective Affiliates) is not an equity participant in such project or in any Person managing or investing in such project.
Sample 1
Radius Restrictions. NWI is not in violation of any radius ------------------- restrictions, exclusive or similar provisions contained in any reciprocal easement agreements, Leases or any other agreements to which NWI is a party or is bound, if such violation would have a material adverse effect on the Partnership, NWI or any of the Completed Properties.
Sample 1
Radius Restrictions. Lessor, from and after the date of execution and delivery of this Lease, and for so long as this Lease remains in full force and effect, agrees not to enter into any leases of space within one-half (1/2) mile of the Premises which grants to any tenant the right to use such leased space for the primary purpose of selling paper goods or party goods.
Sample 1
Radius Restrictions. SCRC agrees that it shall use all reasonable efforts to assure that any leases or other agreements it may execute from and after the date hereof shall not contain radius or other non-competitive clauses which would impose restrictions on the opening of a Department in any existing or future BBB store.
Sample 1
Radius Restrictions. The Project Entities are not in violation ------------------- of any radius restrictions, exclusive or similar provisions contained in any reciprocal easement agreements, Leases or any other agreements to which any of the Project Entities is a party or is bound, if such violation would have a material adverse effect on the Project Entities or any of the Completed Properties. 11.33.
Sample 1
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Related to Radius Restrictions

  • Use Restrictions (a) Company will not do or attempt to do, and Company will not permit any other person or entity to do or attempt to do, any of the following, directly or indirectly:

  • Basic Restrictions (i) (1) No Person, other than an Excepted Holder, shall Beneficially Own or Constructively Own Shares in excess of the Aggregate Ownership Limit, (2) no Person, other than an Excepted Holder, shall Beneficially Own or Constructively Own Common Shares in excess of the Common Share Ownership Limit and (3) no Excepted Holder shall Beneficially Own or Constructively Own Shares in excess of the Excepted Holder Limit for such Excepted Holder.

  • Business Restrictions The Issuer shall not (i) engage in any business or transactions, or be a party to any documents, agreements or instruments, other than the Transaction Documents or those incidental to the purposes thereof, or (ii) make any expenditure for any assets (other than Receivables) if such expenditure, when added to other such expenditures made during the same calendar year would, in the aggregate, exceed Ten Thousand Dollars ($10,000); provided, however, that the foregoing will not restrict the Issuer’s ability to pay servicing compensation as provided herein and, so long as no Default, Event of Default or Rapid Amortization Event shall have occurred and be continuing, the Issuer’s ability to make payments or distributions legally made to the Issuer’s members.

  • Lock-Up Restrictions The Optionee hereby agrees to any lockup of the Shares which the Board of Directors of the Company requests when requested by an investment banker or underwriter providing financing to the Company.

  • Use Restriction (a) If a natural disaster, incident or any other emergency situation occurs or is likely to occur, SORACOM may restrict the use of the SORACOM Air Global Service by the Subscriber in order to give priority to communications whose content are necessary for the prevention of or relief from calamities, for the securing of transportation, communications or electric power supply, the maintenance of public order or any other public interest.

  • Stock Restrictions Optionee understands that at the time of the execution of this Option Agreement, the shares of the Stock issuable upon exercise of this Option have not been registered under the Securities Act of 1933, as amended (the "Act"), or under any state securities law, and that the Company currently does not intend to effect any such registration. Optionee agrees that the shares of the Stock which Optionee may acquire by exercising this Option shall be purchased by Optionee for investment without a view to distribution within the meaning of the Act, and shall not be sold, transferred, assigned, pledged, or hypothecated unless such transfer has been registered under the Act and applicable state securities laws, or the transfer duly qualifies for an applicable exemption from the registration requirements of the Act and any applicable state securities laws. In any event, Optionee agrees that the shares of the Stock which Optionee may acquire by exercising this Option shall not be sold or otherwise disposed of in any manner which would constitute a violation of any applicable securities laws, whether federal or state. In addition, Optionee agrees that (i) the certificates representing the shares of the Stock purchased under this Option may bear such restrictive legend or legends as the Company's legal counsel deems appropriate in order to assure compliance with applicable securities laws, (ii) the Company may refuse to register the transfer of the shares of the Stock purchased under this Option on the stock transfer records of the Company if such proposed transfer would, in the opinion of counsel satisfactory to the Company, constitute a violation of any applicable securities laws, and (iii) the Company may give related instructions to its transfer agent to stop registration of the transfer of the shares of Stock purchased under this Option.

  • Ownership Restrictions Notwithstanding any other provision in the Deposit Agreement or any ADR, the Company may restrict transfers of the Shares where such transfer might result in ownership of Shares exceeding limits imposed by applicable law or the Articles of Association of the Company. The Company may also restrict, in such manner as it deems appropriate, transfers of the ADSs where such transfer may result in the total number of Shares represented by the ADSs owned by a single Holder or Beneficial Owner to exceed any such limits. The Company may, in its sole discretion but subject to applicable law, instruct the Depositary to take action with respect to the ownership interest of any Holder or Beneficial Owner in excess of the limits set forth in the preceding sentence, including, but not limited to, the imposition of restrictions on the transfer of ADSs, the removal or limitation of voting rights or mandatory sale or disposition on behalf of a Holder or Beneficial Owner of the Shares represented by the ADSs held by such Holder or Beneficial Owner in excess of such limitations, if and to the extent such disposition is permitted by applicable law and the Articles of Association of the Company. Nothing herein shall be interpreted as obligating the Depositary or the Company to ensure compliance with the ownership restrictions described in this Section 3.5.

  • Activity Restrictions For so long as Investor or any of its Affiliates holds any Shares, neither Investor nor any Affiliate will: (1) vote any shares of Common Stock owned or controlled by it, sign or solicit any proxies, attend or be present at a shareholder meeting for purposes of determining a quorum, or seek to advise or influence any Person with respect to any voting securities of Company, except in accordance with the recommendation of Company’s board of directors; (2) engage or participate in any actions, plans or proposals which relate to or would result in (a) acquiring additional securities of Company, alone or together with any other Person, which would result in beneficially owning or controlling more than 9.99% of the total outstanding Common Stock or other voting securities of Company, (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving Company or any of its Subsidiaries, (c) a sale or transfer of a material amount of assets of Company or any of its Subsidiaries, (d) any change in the present board of directors or management of Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board, (e) any material change in the present capitalization or dividend policy of Company, (f) any other material change in Company’s business or corporate structure, including but not limited to, if Company is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940, (g) changes in Company’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of Company by any Person, (h) a class of securities of Company being delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association, (i) a class of equity securities of Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act, or (j) any action, intention, plan or arrangement similar to any of those enumerated above; or (3) request Company or its directors, officers, employees, agents or representatives to amend or waive any provision of this section.

  • Scope of Restrictions If the scope of any restriction contained in any preceding paragraphs of this Agreement is deemed too broad to permit enforcement of such restriction to its fullest extent, then such restriction shall be enforced to the maximum extent permitted by law, and Employee hereby consents and agrees that such scope may be judicially modified accordingly in any proceeding brought to enforce such restriction.

  • License Restrictions You shall not:

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