Replacement of HVAC Units Sample Clauses

Replacement of HVAC Units. The parties hereto acknowledge and agree that there are five (5) HVAC units on the roof of the Building that are currently fifteen years old or older (the "Older HVAC Units"). Such Older HVAC Units are more particularly identified on the plan or list attached hereto as EXHIBIT "G" and made a part hereof. If any Older HVAC Unit fails and requires replacement or, using good business judgment, it becomes more cost effective to replace an Older HVAC Unit than to maintain or repair it, Landlord shall replace such applicable Older HVAC Unit(s) at Landlord's sole cost. The parties hereto acknowledge that there are HVAC units on the roof of the Building that Tenant is unlikely to use during the Lease Term (due to over capacity of the HVAC system servicing the Building) and it is the intention of the parties that Landlord not have to replace any HVAC units that will not be used by Tenant. Prior to the Commencement Date of the Lease, Landlord and Tenant shall enter into good faith negotiations to attempt to agree on the HVAC units, if any, that Tenant will not be using during the Lease Term, and Landlord shall have the right, at Landlord's sole cost, and following not less than forty-eight hours prior notice to Tenant, to remove any such HVAC units that Tenants agree will not be used by Tenant during the Lease Term.
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Replacement of HVAC Units. In addition to the Tenant Improvements, Landlord shall replace twenty-three (23) of the thirty-seven (37) HVAC units serving the 217 Technology Premises (the “Replacement Units”). Landlord shall use its commercially reasonable efforts to cause such replacement of the Replacement Units to be substantially completed prior to the Commencement Date for the 217 Technology Premises. Such replacement of the Replacement Units shall be at Landlord’s sole cost and expense, but, from and after July 1, 2007, the amortized cost of such Replacement Units shall be included in Project Costs payable by Tenant subject to the applicable terms and provisions of Section 4.2(g) of the Lease.
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Replacement of HVAC Units. Except as provided in Sections 7.2.1, 7.2.2 and 7.2.3, the costs incurred by Landlord each Lease Year for repair or replacement of the HVAC Units that exceed the $20,000.00 amount contributed by Landlord (as such amount may be increased by accumulations from past Years) for such Lease Year, shall be amortized over the useful
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Replacement of HVAC Units. Notwithstanding anything to the contrary contained in the Lease, if one or more of the HVAC units servicing the Building (other than a Separate HVAC Unit, as defined below, and each, a “Landlord HVAC Unit”) is “In Need of Replacement” (as hereinafter defined), Landlord shall replace such Landlord HVAC Unit and the cost of such replacement shall not be included in Direct Costs or deducted from the Improvement Allowance. For purposes of this Section 15, a Landlord HVAC Unit shall be “In Need of Replacement” if, in the reasonable determination of a third party HVAC contractor reasonably acceptable to Landlord and Tenant (the “HVAC Contractor”), the cost of maintaining such Landlord HVAC Unit in good operation condition over the first (5) years of the Extended Term is likely to exceed the cost of replacement of such Landlord HVAC Unit amortized over the same period of time (based on a straight-line amortization over a 15 year useful life). No later than August 30, 2012, Landlord shall cause the HVAC Contractor to perform and deliver, to Landlord and Tenant concurrently, a full report on the condition and scheduled maintenance of, and estimated annual cost of maintenance, replacements and repairs to, each of the Landlord HVAC Units, which shall be certified to both Landlord and Tenant by the HVAC Contractor (the “Landlord HVAC Report”). To the extent that the Landlord HVAC Report indicates that any of the Landlord HVAC Units are in need of replacement, Landlord shall cause such replacements to be performed promptly following the delivery of the Landlord HVAC Report as part of Landlord’s Work (as defined in the Work Letter). Except as provided in Section 16 below, Landlord shall have no obligation to maintain, repair and/or replace any Separate HVAC Unit.
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Replacement of HVAC Units. Landlord, at Landlord’s sole cost and expense, will replace all existing rooftop HVAC package units (with the exception of Unit 20, which was installed in 1997) on a “kind-for-kind” basis. Additionally, Landlord shall install an energy management system. Landlord and Tenant shall coordinate a schedule for this work to be completed as soon as reasonably possible after execution of a Lease Amendment documenting the lease extension.
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Replacement of HVAC Units. Within six calendar months of the Substantial Completion Date, Landlord will (on a one-time basis) replace all existing HVAC units for the Existing Premises that have not previously been replaced. Until such time, Landlord shall pay for the costs to repair any such HVAC units that breakdown prior to the replacement thereof. The foregoing notwithstanding, the obligation to maintain the HVAC units (both before and after the replacement thereof as provided in this paragraph) in connection with usual wear and tear shall be Tenant's responsibility as provided under the Lease. This Section 3(g) replaces the second, third and fourth sentences of Section 6 of the Third Amendment to Lease.
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Replacement of HVAC Units. Landlord, at its sole cost and expense, shall replace prior to December 31, 2008, not more than three (3) roof top HVAC units installed prior to 2001, serving the Additional 50 VSP Space, and continue each year thereafter to replace no more than three (3) roof top HVAC units serving the Additional 50 VSP Space until all such units are replaced. Tenant shall perform, or cause to be performed, changes in HVAC distribution and controls and increases, if any, in HVAC capacity (the “HVAC Changes”) required by the Tenant Improvements, which shall be subject to Landlord’s prior written approval and coordination with Landlord. Such approval by Landlord shall not be unreasonably withheld, conditioned, or delayed. Tenant shall pay for all costs related to the HVAC Changes (the “HVAC Costs”); provided, however, if there is any undisbursed Tenant Allowance at the time that Tenant pays for the HVAC Costs, Tenant may elect to apply the Tenant Allowance toward the HVAC Costs by submitting to Landlord invoices and lien releases satisfactory to Landlord for reimbursement.
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Related to Replacement of HVAC Units

  • Replacement of Notes Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 18(iii)) of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within ten Business Days thereafter, the Company at its own expense shall execute and deliver, in lieu thereof, a new Note, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

  • Replacement of Holdout Lender (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Lenders, and a Lender (“Holdout Lender”) fails to give its consent, authorization, or agreement, then Agent, upon at least 5 Business Days prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Lenders (each, a “Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given. (b) Prior to the effective date of such replacement, the Holdout Lender and each Replacement Lender shall execute and deliver an Assignment and Acceptance, subject only to the Holdout Lender being repaid its share of the outstanding Obligations (including an assumption of its Pro Rata Share of the Risk Participation Liability) without any premium or penalty of any kind whatsoever. If the Holdout Lender shall refuse or fail to execute and deliver any such Assignment and Acceptance prior to the effective date of such replacement, the Holdout Lender shall be deemed to have executed and delivered such Assignment and Acceptance. The replacement of any Holdout Lender shall be made in accordance with the terms of Section 13.1. Until such time as the Replacement Lenders shall have acquired all of the Obligations, the Commitments, and the other rights and obligations of the Holdout Lender hereunder and under the other Loan Documents, the Holdout Lender shall remain obligated to make the Holdout Lender’s Pro Rata Share of Advances and to purchase a participation in each Letter of Credit, in an amount equal to its Pro Rata Share of the Risk Participation Liability of such Letter of Credit.

  • Replacement of Parts Except as otherwise provided herein, so long as the Airframe or Engine is subject to the Lien of this Indenture, Owner, at its own cost and expense, will, or will cause a Permitted Lessee to, at its own cost and expense, promptly replace (or cause to be replaced) all Parts which may from time to time be incorporated or installed in or attached to the Aircraft, Airframe or any Engine and which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use for any reason whatsoever. In addition, Owner may, at its own cost and expense, or may permit a Permitted Lessee at its own cost and expense to, remove (or cause to be removed) in the ordinary course of maintenance, service, repair, overhaul or testing any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use; provided, however, that Owner, except as otherwise provided herein, at its own cost and expense, will, or will cause a Permitted Lessee at its own cost and expense to, replace such Parts as promptly as practicable. All replacement parts shall be free and clear of all Liens, except for Permitted Liens and pooling arrangements to the extent permitted by Section 4.04(c) below (and except in the case of replacement property temporarily installed on an emergency basis) and shall be in good operating condition and have a value and utility not less than the value and utility of the Parts replaced (assuming such replaced Parts were in the condition required hereunder).

  • Supplemental Agreements Without Consent of Holders Without the consent of any Holders, the Company and the Agent, at any time and from time to time, may enter into one or more agreements supplemental hereto, in form satisfactory to the Company and the Agent, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company herein and in the Certificates; or (2) to add to the covenants of the Company for the benefit of the Holders, or to surrender any right or power herein conferred upon the Company; or (3) to evidence and provide for the acceptance of appointment hereunder by a successor Agent; or (4) to make provision with respect to the rights of Holders pursuant to the requirements of Section 5.6(b); or (5) to cure any ambiguity, to correct or supplement any provisions herein which may be inconsistent with any other provisions herein, or to make any other provisions with respect to such matters or questions arising under this Agreement, provided such action shall not adversely affect the interests of the Holders.

  • Amendments Without Consent of Holders (a) Without the consent of any Holders, Parent, at any time and from time to time, may enter into one or more amendments hereto, for any of the following purposes: (i) to evidence the succession of another person to Parent and the assumption by any such successor of the covenants of Parent herein; provided that such succession and assumption is in accordance with the terms of this Agreement; (ii) to evidence the succession of another Person as a successor Rights Agent and the assumption by any such successor of the covenants and obligations of the Rights Agent herein; provided that such succession and assumption is in accordance with the terms of this Agreement; (iii) to add to the covenants of Parent such further covenants, restrictions, conditions or provisions as Parent shall consider to be for the protection of the Holders; provided that, in each case, such provisions do not adversely affect the interests of the Holders; (iv) to cure any ambiguity, to correct or supplement any provision herein that may be defective or inconsistent with any other provision herein or in the Merger Agreement, or to make any other provisions with respect to matters or questions arising under this Agreement; provided that, in each case, such provisions do not adversely affect the interests of the Holders; (v) as may be necessary or appropriate to ensure that the CVRs are not subject to registration under the Securities Act, the Exchange Act or any applicable state securities or “blue sky” laws; provided that, such provisions shall not adversely affect the interests of the Holders; (vi) to evidence the assignment of this Agreement by Parent as provided in Section 7.3; or (vii) as may be necessary or appropriate to ensure that the Company complies with applicable law. In addition to the foregoing, upon the request of Parent, the Rights Agent hereby agrees to enter into one or more amendments hereto to evidence the succession of another person as a successor Rights Agent in accordance with the terms of this Agreement and the assumption by any successor of the covenants and obligations of such Rights Agent herein, without modification of such covenants or obligations other than as permitted by this Section 5.1. (b) Without the consent of any Holders, Parent and the Rights Agent, at any time and from time to time, may enter into one or more amendments hereto to reduce the number of CVRs, in the event any Holder agrees to renounce such Holder’s rights under this Agreement in accordance with Section 7.4 or to transfer CVRs to Parent pursuant to Section 2.10. (c) Promptly after the execution by Parent and the Rights Agent of any amendment pursuant to the provisions of this Section 5.1, Parent shall mail (or cause the Rights Agent to mail) a notice thereof through the facilities of DTC in accordance with DTC’s procedures and/or by first class mail to the Holders at their addresses as they appear on the CVR Register, setting forth such amendment.

  • Replacement of Key Personnel The Engineer must notify the State in writing as soon as possible, but no later than three business days after a project manager or other key personnel is removed from association with this contract, giving the reason for removal.

  • Replacement of Note 2.1 In the event that this Note is mutilated, destroyed, lost or stolen, Payor shall, at its sole expense, execute, register and deliver a new Note, in exchange and substitution for this Note, if mutilated, or in lieu of and substitution for this Note, if destroyed, lost or stolen. In the case of destruction, loss or theft, Payee shall furnish to Payor indemnity reasonably satisfactory to Payor, and in any such case, and in the case of mutilation, Payee shall also furnish to Payor evidence to its reasonable satisfaction of the mutilation, destruction, loss or theft of this Note and of the ownership thereof. Any replacement Note so issued shall be in the same outstanding principal amount as this Note and dated the date to which interest shall have been paid on this Note or, if no interest shall have yet been paid, dated the date of this Note. 2.2 Every Note issued pursuant to the provisions of Section 2.1 above in substitution for this Note shall constitute an additional contractual obligation of the Payor, whether or not this Note shall be found at any time or be enforceable by anyone.

  • Amendment Without Consent of Holders Without the consent of any Holders, the Company, the Collateral Agent, the Securities Intermediary and the Purchase Contract Agent, at any time and from time to time, may amend this Agreement, in form satisfactory to the Company, the Collateral Agent, the Securities Intermediary and the Purchase Contract Agent, to: (1) evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants of the Company; (2) evidence and provide for the acceptance of appointment hereunder by a successor Collateral Agent, Securities Intermediary or Purchase Contract Agent; (3) add to the covenants of the Company for the benefit of the Holders, or surrender any right or power herein conferred upon the Company, provided such covenants or such surrender do not adversely affect the validity, perfection or priority of the Pledge created hereunder; or (4) cure any ambiguity (or formal defect), correct or supplement any provisions herein which may be inconsistent with any other such provisions herein, or make any other provisions with respect to such matters or questions arising under this Agreement, provided such action shall not adversely affect the interests of the Holders.

  • Replacement of Banks If (i) any Bank requests compensation under Section 13.3, (ii) the obligation of any Bank to make SOFR Loans or continue Loans as SOFR Loans has been suspended pursuant to Section 13.4, (iii) Borrower is required to pay any Indemnified Taxes or additional amounts to any Bank or any Governmental Authority for the account of any Bank pursuant to Section 13.5 and, in each case, such Bank has declined or is unable to designate a different lending office in accordance with Section 13.7(a), or (iv) any Bank is a Defaulting Bank or a Non-Consenting Bank, then Borrower may, at its sole expense and effort, upon notice to such Bank and Administrative Agent, require such Bank to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 14.8), all of its interests, rights (other than its existing rights to payments pursuant to Section 13.3 or Section 13.5) and obligations under this Agreement and the related Loan Papers to an eligible assignee that shall assume such obligations (which assignee may be another Bank, if a Bank accepts such assignment); provided that: (i) Borrower shall have paid to Administrative Agent the assignment fee (if any) specified in Section 14.8; (ii) such Bank shall have received payment of an amount equal to the outstanding principal of its Loans and participations in Letter of Credit Exposure, accrued interest thereon, accrued fees and all other amounts payable to it hereunder and under the other Loan Papers (including any amounts under Section 3.3) from the assignee (to the extent of such outstanding principal and accrued interest and fees) or Borrower (in the case of all other amounts); (iii) in the case of any such assignment resulting from a claim for compensation under Section 13.3 or payments required to be made pursuant to Section 13.5, such assignment will result in a reduction in such compensation or payments thereafter; (iv) in the case of any such assignment resulting from the suspension of an obligation to make SOFR Loans or continue Loans as SOFR Loans under Section 13.4, such assignment will result in a resumption of such obligation in whole or in part; (v) such assignment does not conflict with applicable Law; and (vi) in the case of any assignment resulting from a Bank becoming a Non-Consenting Bank, the applicable assignee shall have consented to the applicable amendment, waiver or consent. A Bank shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Bank or otherwise, the circumstances entitling Borrower to require such assignment and delegation cease to apply. Notwithstanding the foregoing, a Bank shall not be required to make any such assignment and delegation if such Bank is a Secured Hedge Provider with any outstanding Hedge Transaction with any Credit Party (to the extent obligations under such Hedge Transactions constitute Obligations), unless on or prior thereto, all such Hedge Transactions have been terminated or novated to another Person and such Bank (or its Affiliate) shall have received payment of all amounts, if any, payable to it in connection with such termination or novation. If any Bank refuses, pursuant to the previous sentence, to make any such assignment and delegation, such Bank shall give all reasonable cooperation to Borrower to effect such termination or novation of such Hedge Transactions.

  • Replacement of Certificates If (i) any Certificate is mutilated and is surrendered to the Trustee or any Authenticating Agent or (ii) the Trustee or any Authenticating Agent receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and there is delivered to the Trustee or the Authenticating Agent such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Depositor and any Authenticating Agent that such destroyed, lost or stolen Certificate has been acquired by a bona fide purchaser, the Trustee shall execute and the Trustee or any Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and Certificate Principal Amount. Upon the issuance of any new Certificate under this Section 3.05, the Trustee and Authenticating Agent may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee or the Authenticating Agent) connected therewith. Any replacement Certificate issued pursuant to this Section 3.05 shall constitute complete and indefeasible evidence of ownership in the applicable Trust Fund, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

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