Relations with Xxxxxxx Sample Clauses

Relations with Xxxxxxx. From the date of this Agreement until ---------------------- the Closing, or the earlier termination of this Agreement, Contributor (and if requested by Contributor, accompanied by the Partnership and REIT) shall communicate with Xxxxxxx concerning the future operations of the Property, and the Contributor, Partnership and the REIT shall cooperate and assist each other in (a) submitting to Xxxxxxx the documentation and information required pursuant to the Xxxxxxx Mortgage to obtain the consent of Xxxxxxx to this transaction, (b) endeavoring to obtain from Xxxxxxx (i) the release of (A) Contributor and all of its direct and indirect partners from any liability under the Xxxxxxx Mortgage and (B) the release to Contributor of $500,000 of the funds from the Cash Collateral Account held pursuant to the Xxxxxxx Mortgage (which the Partnership shall concurrently replenish), (ii) the termination of the Ground Lease, (iii) waivers of various requirements in the Xxxxxxx Mortgage to obtaining the consent to Xxxxxxx to the transactions contemplated by this Agreement and (iv) the right of Contributor to participate in loan restructuring and refinancing discussions which may occur when the Xxxxxxx Mortgage becomes due. In the event that Xxxxxxx refuses to release to Contributor $500,000 now held in the Cash Collateral Account Partnership shall, at the Closing, at the election of Contributor, either pay to Contributor, by wire transfer the sum of $500,000 or increase the Units delivered to Contributor at Closing, by the number of Units obtained by dividing $500,000 by the greater of the closing market price of the Shares of the REIT on the day prior to the Closing or $28.0625. In addition to the foregoing, Contributor shall have the right to obtain the release of up to $800,000 from the Cash Collateral Account to pay any brokerage commissions due under the brokerage agreement identified in item 1 of Schedule 5.1(f).
Sample 1
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Related to Relations with Xxxxxxx

  • Compliance with Xxxxxxxx-Xxxxx Act The Company will comply with all applicable securities and other laws, rules and regulations, including, without limitation, the Xxxxxxxx-Xxxxx Act, and use its best efforts to cause the Company’s directors and officers, in their capacities as such, to comply with such laws, rules and regulations, including, without limitation, the provisions of the Xxxxxxxx-Xxxxx Act.

  • Compliance with Xxxxxxxx-Xxxxx The Company and its subsidiaries and their respective officers and directors are in compliance in all material respects with the applicable provisions of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act,” which term, as used herein, includes the rules and regulations of the Commission promulgated thereunder).

  • Sxxxxxxx-Xxxxx Act There is and has been no failure on the part of the Company or any of the Company’s directors or officers, in their capacities as such, to comply with any provision of the Sxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Sxxxxxxx-Xxxxx Act”), including Section 402 related to loans and Sections 302 and 906 related to certifications.

  • Xxxxxxxx-Xxxxx Act There is and has been no failure on the part of the Company or any of the Company’s directors or officers, in their capacities as such, to comply with any provision of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”), including Section 402 related to loans and Sections 302 and 906 related to certifications.

  • Xxxx-Xxxxx-Xxxxxx Act The waiting period (and any extension thereof) applicable to the consummation of the transactions contemplated hereby under the HSR Act shall have expired or been terminated.

  • Compliance with Xxxxxxxx-Xxxxx Act of 2002 The Company has taken all necessary actions to ensure that, upon the effectiveness of the Registration Statement, it will be in compliance with any provision applicable to it of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”) and the rules and regulations promulgated in connection therewith, including, without limitation, Section 402 related to loans and Sections 302 and 906 related to certifications of the Xxxxxxxx-Xxxxx Act.

  • XX XXXXXXX XXXXXXX xxx undersigned, being the sole trustee of the Trust, has executed this Certificate of Trust as of the date first above written. Wilmington Trust Company, not in its individual capacity but solely as owner trustee under a Trust Agreement dated as of February 13, 2002 By:_____________________________________ Name: Title: EXHIBIT C [FORM OF RULE 144A INVESTMENT REPRESENTATION] Description of Rule 144A Securities, including numbers: -------------------------------------------------------------- -------------------------------------------------------------- -------------------------------------------------------------- -------------------------------------------------------------- The undersigned seller, as registered holder (the "Seller"), intends to transfer the Rule 144A Securities described above to the undersigned buyer (the "Buyer").

  • Compliance with the Xxxxxxxx-Xxxxx Act There is and has been no failure on the part of the Company or any of the Company’s directors or officers, in their capacities as such, to comply in all material respects with any provision of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”), including Section 402 related to loans and Sections 302 and 906 related to certifications.

  • XXX XXXXXXX Xxx The parties hereto acknowledge that in accordance with Section 326 of the USA PATRIOT Act, the Trustee, like all financial institutions and in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Trustee. The parties to this Indenture agree that they will provide the Trustee with such information as it may request in order for the Trustee to satisfy the requirements of the USA PATRIOT Act.

  • Xxxxxxx Xxxxxxx Policy The terms of the Partnership’s xxxxxxx xxxxxxx policy with respect to Units are incorporated herein by reference.

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