Recordation; Signage. (a) The Verizon Parties and the Verizon Lessors acknowledge and agree that, from and after the Initial Closing Date, Acquiror, the Tower Operator and the Sale Site Subsidiaries shall be permitted to record and, if necessary, re-record any documents (including any Site Lease Agreement, Memorandum of Site Lease Agreement (unless the Ground Lease for any applicable Lease Site or any Collocation Agreement prohibits such recording), Corrective Assignment, Confirmatory Assignment, Ground Lessor Estoppel or Non-Disturbance Agreement) that are necessary or desirable to give effect to the transactions contemplated by this Agreement and the Collateral Agreements, in each case without any prior notice to or the prior consent of any Verizon Party or any Verizon Lessor. (b) Prior to the recordation or re-recordation of any document, to the extent reasonably practicable, the Tower Operator or Sale Site Subsidiaries, as applicable, shall cause a copy thereof to be delivered to Verizon, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall further cause a copy of the recorded or re-recorded document to be delivered to Verizon promptly after recordation thereof. The Verizon Parties and the Verizon Lessors shall execute all documents reasonably requested by the Tower Operator or Sale Site Subsidiaries to effect any such recordation or re-recordation and shall cooperate with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation. The Verizon Contributors and the Verizon Lessors shall submit to the Tower Operator or Sale Site Subsidiaries, as applicable, an invoice for, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall reimburse the Verizon Contributors and the Verizon Lessors for, their reasonable out-of-pocket costs and expenses incurred in cooperating with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation. (c) The Tower Operator and Sale Site Subsidiaries shall, from and after the Initial Closing Date, have the right to place, at their sole cost and expense, signage on any Site to put third parties on notice of its interest in such Site, subject to compliance with applicable Laws and any Ground Lease applicable to such Site in question.
Appears in 2 contracts
Samples: Master Agreement, Master Agreement (American Tower Corp /Ma/)
Recordation; Signage. (a) The Verizon AT&T Parties and the Verizon Lessors AT&T Newcos acknowledge and agree that, from and after the Initial Closing Date, Acquiror, the Tower Operator and the Sale Site Subsidiaries shall be permitted to record and, if necessary, re-record any documents (including any Site Lease Agreement, Memorandum of Site Lease Agreement (unless the Ground Lease for any applicable Lease Site or any Collocation Agreement prohibits such recording), Corrective Assignment, Confirmatory Assignment, Ground Lessor Estoppel or Non-Disturbance Agreement) that are necessary or desirable to give effect to the transactions contemplated by this Agreement and the Collateral Agreements, in each case without any prior notice to or the prior consent of any Verizon AT&T Party or any Verizon LessorAT&T Newco.
(b) Prior to the recordation or re-recordation of any document, to the extent reasonably practicable, the Tower Operator or Sale Site Subsidiaries, as applicable, shall cause a copy thereof to be delivered to VerizonAT&T, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall further cause a copy of the recorded or re-recorded document to be delivered to Verizon AT&T promptly after recordation thereof. The Verizon AT&T Parties and the Verizon Lessors AT&T Newcos shall execute all documents reasonably requested by the Tower Operator or Sale Site Subsidiaries to effect any such recordation or re-recordation and shall cooperate with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation. The Verizon AT&T Contributors and the Verizon Lessors shall submit to the Tower Operator or Sale Site Subsidiaries, as applicable, an invoice for, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall reimburse the Verizon AT&T Contributors and the Verizon Lessors AT&T Newcos for, their reasonable out-of-pocket costs and expenses incurred in cooperating with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation.
(c) The Tower Operator and Sale Site Subsidiaries shall, from and after the Initial Closing Date, have the right to place, at their sole cost and expense, signage on any Site to put third parties on notice of its interest in such Site, subject to compliance with applicable Laws and any Ground Lease applicable to such Site in question.
Appears in 2 contracts
Samples: Master Agreement (Crown Castle International Corp), Master Agreement (At&t Inc.)
Recordation; Signage. (a) The Verizon Cumulus Parties and the Verizon Lessors acknowledge and agree that, from and after the Initial applicable Closing Date, Acquiror, the Tower Operator and the Sale Site Subsidiaries Buyer Parties shall be permitted to record and, if necessary, re-record any documents (including any Site Lease Agreement, Memorandum of Site Lease Agreement (unless the Ground Lease for any applicable Lease Site or any Collocation Agreement prohibits such recording), Corrective Assignment, Confirmatory Assignment, Ground Lessor Estoppel or Non-Disturbance Agreement) that are necessary or desirable to give effect to or evidence the transactions contemplated by this Agreement and the Collateral AgreementsAncillary Agreements with respect to the applicable Closing, in each case without any prior notice to or the prior consent of any Verizon Party Cumulus Party, the Sale Site Subsidiary or any Verizon LessorSecondary Sale Subsidiary.
(b) Prior to the recordation or re-recordation of any document, to the extent reasonably practicable, the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties shall cause a copy thereof to be delivered to VerizonSeller, and the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties shall further cause a copy of the recorded or re-recorded document to be delivered to Verizon Seller promptly after recordation thereof. The Verizon Parties and the Verizon Lessors Seller shall execute all documents reasonably requested by the Tower Operator or Sale Site Subsidiaries Buyer Parties to effect any such recordation or re-recordation and shall cooperate with the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties in pursuing such recordation or re-recordation. The Verizon Contributors and the Verizon Lessors Seller shall submit to the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties an invoice for, and the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties shall promptly (but in any event no later than thirty (30) days after receipt of such invoice) reimburse the Verizon Contributors and the Verizon Lessors Seller for, their its reasonable out-of-pocket costs and expenses incurred in cooperating with the Tower Operator or Sale Site Subsidiaries, as applicable, Buyer Parties in pursuing such recordation or re-recordation.
(c) The Tower Operator and Sale Site Subsidiaries Buyer Parties shall, from and after the Initial applicable Closing Date, have the right to place, at their sole cost and expense, signage on any Assignable Site that has been the subject of a Closing in order to put third parties on notice of its interest in such Assignable Site, subject to compliance with applicable Laws and any Ground Lease applicable to such Assignable Site in question.
(d) The Cumulus Parties acknowledge and agree that, from and after the Signing Date until the applicable Closing Date, the Cumulus Parties shall use commercially reasonable efforts to cooperate with the Buyer Parties to execute and deliver to Buyer a memorandum of lease with respect to each Tower Leased Site prepared by Buyer and in form and substance reasonably satisfactory to the Cumulus Parties. The Buyer Parties shall be responsible for all out-of-pocket costs and expenses incurred in connection therewith (including an aggregate of $50,000 with respect to the aggregate amount of payments made to landlords in order to obtain consent or agreement to record a memorandum of lease with respect to the Tower Leased Site owned by such landlords, and thereafter, such payments shall be split 50/50 between Seller and Buyer), and the execution, delivery and recording of any memorandum of lease shall not be a condition to Closing.
Appears in 1 contract
Samples: Master Agreement (Cumulus Media Inc)
Recordation; Signage. (a) The Verizon T-Mobile Parties and the Verizon Lessors T-Mobile SPEs acknowledge and agree that, from and after the Initial Applicable Closing Date, AcquirorCrown, the Tower Operator and the Sale Site Subsidiaries shall be permitted to record and, if necessary, re-record any documents (including any Site Lease Agreement, Memorandum of Site Lease Agreement (unless the Ground Lease for any applicable Lease Site or any Collocation Agreement prohibits such recording)Agreement, Corrective Assignment, Confirmatory Assignment, Ground Lessor Estoppel or Non-Disturbance Agreement) that are necessary or desirable to give effect to the transactions contemplated by this Agreement and the Collateral Agreements, in each case without any prior notice to or the prior consent of any Verizon T-Mobile Party or any Verizon LessorT-Mobile SPE.
(b) Prior to the recordation or re-recordation of any document, to the extent reasonably practicable, the Tower Operator or Sale Site Subsidiaries, as applicable, shall cause a copy thereof to be delivered to VerizonT-Mobile, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall further cause a copy of the recorded or re-recorded document to be delivered to Verizon T-Mobile promptly after recordation thereof. The Verizon T-Mobile Parties and the Verizon Lessors T-Mobile SPEs shall execute all documents reasonably requested by the Tower Operator or Sale Site Subsidiaries to effect any such recordation or re-recordation and shall cooperate with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation. The Verizon T-Mobile Contributors and the Verizon Lessors shall submit to the Tower Operator or Sale Site Subsidiaries, as applicable, an invoice for, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall reimburse the Verizon T-Mobile Contributors and the Verizon Lessors T-Mobile SPEs for, their reasonable out-of-pocket costs and expenses incurred in cooperating with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation.
(c) The Tower Operator and Sale Site Subsidiaries shall, from and after the Initial Applicable Closing Date, have the right to place, at their sole cost and expense, signage on any Site to put third parties on notice of its interest in such Site, subject to compliance with applicable Laws and any Ground Lease applicable to such Site in question.
Appears in 1 contract
Recordation; Signage. (a) The Verizon T‑Mobile Parties and the Verizon Lessors T‑Mobile SPEs acknowledge and agree that, from and after the Initial Applicable Closing Date, AcquirorCrown, the Tower Operator and the Sale Site Subsidiaries shall be permitted to record and, if necessary, re-record any documents (including any Site Lease Agreement, Memorandum of Site Lease Agreement (unless the Ground Lease for any applicable Lease Site or any Collocation Agreement prohibits such recording)Agreement, Corrective Assignment, Confirmatory Assignment, Ground Lessor Estoppel or Non-Disturbance Agreement) that are necessary or desirable to give effect to the transactions contemplated by this Agreement and the Collateral Agreements, in each case without any prior notice to or the prior consent of any Verizon T‑Mobile Party or any Verizon LessorT‑Mobile SPE.
(b) Prior to the recordation or re-recordation of any document, to the extent reasonably practicable, the Tower Operator or Sale Site Subsidiaries, as applicable, shall cause a copy thereof to be delivered to VerizonT-Mobile, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall further cause a copy of the recorded or re-recorded document to be delivered to Verizon T-Mobile promptly after recordation thereof. The Verizon T‑Mobile Parties and the Verizon Lessors T‑Mobile SPEs shall execute all documents reasonably requested by the Tower Operator or Sale Site Subsidiaries to effect any such recordation or re-recordation and shall cooperate with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation. The Verizon T-Mobile Contributors and the Verizon Lessors shall submit to the Tower Operator or Sale Site Subsidiaries, as applicable, an invoice for, and the Tower Operator or Sale Site Subsidiaries, as applicable, shall reimburse the Verizon T-Mobile Contributors and the Verizon Lessors T-Mobile SPEs for, their reasonable out-of-pocket costs and expenses incurred in cooperating with the Tower Operator or Sale Site Subsidiaries, as applicable, in pursuing such recordation or re-recordation.
(c) The Tower Operator and Sale Site Subsidiaries shall, from and after the Initial Applicable Closing Date, have the right to place, at their sole cost and expense, signage on any Site to put third parties on notice of its interest in such Site, subject to compliance with applicable Laws and any Ground Lease applicable to such Site in question.
Appears in 1 contract
Samples: Master Agreement (T-Mobile US, Inc.)