Real Property Consents. (a) Seller shall identify and list on Schedule 2.3(b), with respect to the Assets, all Real Property Consents that would be applicable to the transactions contemplated hereby. Prior to the Closing, Seller will request execution of all Real Property Consents. During such period in which the applicable Asset is not capable of being assigned to Buyer due to the failure to obtain an execution of a Real Property Consent, the Parties mutually agree, as is reasonably practicable, to cooperate to obtain an execution of such Real Property Consent or to make or cause to be made such arrangements as may be reasonably necessary or requested by Buyer to enable Buyer to receive all the economic benefits or same or similar rights with respect to such Asset.
(b) Real Property Interests with respect to which a Real Property Consent has not been obtained on or before the day that is three (3) Business Days prior to the Closing shall be deemed to be excluded from the Assets conveyed to Buyer at the Closing, but the Purchase Price shall not be reduced.
(c) With respect to any Real Property Interest upon which any Pipeline is located, if, under the terms of such Real Property Interest, a Real Property Consent is required prior to the assignment of such Real Property Interest to Buyer and such Real Property Consent has not been obtained prior to the period described in clause (b) above, this Agreement shall not constitute an agreement to convey at the Closing such Real Property Interest or the portions of such Pipeline that are located upon such Real Property Interest. In such case, the Parties may agree that (i) with respect to the portions of such Pipeline not conveyed at the Closing (the “Excluded Facilities”), the Parties shall enter into an agreement, the form and substance of which shall be mutually agreed to by the Parties, that provides Buyer, to the commercially reasonable extent possible, with the rights, benefits and burdens with respect to the Excluded Facilities that Buyer would have received had such Excluded Facilities been conveyed to Buyer at the Closing and (ii) the other portions of the Sherwood Gas Gathering and Compression System and the related Real Property Interests shall be conveyed to Buyer at the Closing. With respect to any portion of the Excluded Facilities and related Real Property Interests, when the applicable Real Property Consents are obtained, Seller shall convey the applicable portions of the Excluded Facilities and assign, pursuant to a spec...
Real Property Consents. Seller Parties shall cooperate with Buyers and shall use their commercially reasonable efforts to obtain all consents, permits, approvals and authorizations necessary to transfer the leases set forth on Schedule 6.5 to Buyers as soon as is commercially practicable.
Real Property Consents. The Company shall have used reasonable efforts to obtain the consent of each landlord with whom the Company or any of its subsidiaries has a lease of real property which, by its terms, requires consent in the event of a change of control of the Company, and the written consent of such landlords shall have been received by the Company. Buyer shall have received notice from the Sellers by the Closing Date, identifying any landlord that has not given any necessary consent as of such date.
Real Property Consents. Except as otherwise required under this Agreement, Seller shall use commercially reasonable efforts to deliver to Buyer at Closing each of the consents identified on Schedule 3.7.
Real Property Consents. The Company shall have used its best efforts to obtain the written consent to assignment of each landlord with whom the Company or any of its subsidiaries has a lease of real property which, by its terms, requires consent, and the written consent of such landlords shall have been received by the Buyer. Alternatively, the Company shall have delivered a waiver from each such landlord of any provision contained in any of such leases which would require the landlord's consent upon any assignment of the lease. Buyer shall have received notice from the Company by the Closing Date, identifying any landlord that has not given any necessary consent as of such date.
Real Property Consents. The execution, delivery and performance of this Agreement and the Ancillary Agreements by AIL and the consummation of the transactions contemplated hereby and thereby, do not and will not require the Consent of any Person pursuant to any of the AIL Leases or any instrument of record or agreement affecting the AIL Group's Real Property. The enforceability of the AIL Leases will not be affected in any manner by the execution, delivery or performance of this Agreement, and no AIL Lease contains any change in control provision or other terms or conditions that will become applicable or inapplicable as a result of the consummation of the transactions contemplated by this Agreement and the Ancillary Agreements.
Real Property Consents. The execution, delivery and performance of this Agreement and the Ancillary Agreements by EDO and the consummation of the transactions contemplated hereby and thereby, do not and will not require the Consent of any Person pursuant to any of the EDO Leases or any instrument of record or agreement affecting the EDO Group's Real Property. Except as set forth in Schedule 3.11(h), the enforceability of the EDO Leases will not be affected in any manner by the execution, delivery or performance of this Agreement, and no EDO Lease contains any change in control provision or other terms or conditions that will become applicable or inapplicable as a result of the consummation of the transactions contemplated by this Agreement and the Ancillary Agreements.
Real Property Consents. Prior to the Commercial Operation Date, the lessors and other parties (other than USBLM) under the Leases shall enter into consent and estoppel and non-disturbance agreements with Buyer and Seller in form and substance satisfactory to Buyer, providing, among other things, cure and step-in rights to Buyer under such Leases and the required consents of such lessors and other parties to the assignment by Seller of its rights and interests in and to such Leases to Buyer under the Deed of Trust and in connection with the purchase of the Facility and Related Interests and Rights by Buyer. In addition, prior to the Commercial Operation Date, Seller shall use commercially reasonable efforts to obtain and deliver to Buyer from the parties under the Leases and Property Agreements which constitute easements, rights-of-way, and other property rights and interests (other than the Leases referred to in the preceding sentence) executed consents, in form and substance satisfactory to Buyer, to the assignment by Seller of its rights and interests in and to such Leases and Property Agreements to Buyer under the Deed of Trust and in connection with any purchase of the Facility and Related Interests and Rights by Buyer. Consents to assignment shall not be required if the terms of the Leases and Property Agreements (other than the Leases for which consent shall be required), as the case may be, expressly permit their assignment to Buyer in connection with the Deed of Trust and the purchase options provided for hereunder.
Real Property Consents. The Company and the Sellers shall have used their best efforts to obtain the written consent to assignment of each landlord with whom the Company or any of its subsidiaries has a lease of real property which, by its terms, requires consent in the event of a change of control of the Company, and the written consent of such landlords shall have been received by the Buyer. Alternatively, the Company and Sellers shall have delivered a waiver from each such landlord of any provision contained in any of such leases which would require the landlord's consent upon any change of the voting stock of the tenant. Buyer shall have received notice from the Sellers by the Closing Date, identifying any landlord that has not given any necessary consent as of such date.
Real Property Consents. (a) The Company shall have used reasonable efforts to obtain the consent of each landlord with whom the Company or any of the Subsidiaries has a lease of real property which, by its terms, requires consent in the event of a change of control of the Company, and the written consent of at least two-thirds (2/3) of such landlords shall have been received by the Company. Buyer shall have received written notice from Principal Shareholders by the Closing Date, identifying any landlord that has not given any necessary consent as of such date.
(b) The Company shall have obtained the written consent of the respective holders of each of the mortgages and deeds of trust identified on Schedule 4.3 to the change of control contemplated hereunder.
(c) The Company shall have obtained the written consent of IBM Corporation to the change of control contemplated hereunder.
