Residence Agreements Sample Clauses

Residence Agreements. Except as set forth on Section 3.20 of the Company Disclosure Letter, neither the Company nor any of its Subsidiaries is in default under, nor to the Company's Knowledge is any Resident in default, or is there any dispute under or with respect to, any agreement (each such agreement, a "Residence Agreement") between any person currently residing at a Company Facility (each, a "Resident") and the owner, lessee or operator of such Company Facility, except as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. True and complete copies of representative forms of Residence Agreements currently used in each of the Company Facilities have been made available to Parent prior to the date hereof. Except as set forth on Section 3.20 of the Company Disclosure Letter or as otherwise would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, all Residents of the Company Facilities have executed Residence Agreements and all Residence Agreements do not vary in any material respect from the forms of the applicable specimen agreements made available to Parent, and were entered into on an arms' length basis.
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Residence Agreements. Transferee has been supplied with true and correct copies of the forms (on a state-by-state basis) of the Residence Agreement currently in
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Residence Agreements. Seller's right, title and interest in and under all leases, residence agreements or other agreements with residents or other tenants occupying space in the Improvements (the "Residence Agreements"), a summary of which, in the form of a rent roll, shall be listed on SCHEDULE 2.3.
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Residence Agreements. Without Purchaser's prior written consent, Seller shall not hereafter (1) modify, extend or otherwise change any of the terms, covenants or conditions of the Residence Agreements, or (2) except for Residence Agreements entered into in the ordinary course of business on Seller's standard agreement form and at Seller's standard rate and terms, enter into new agreements or any other obligations or agreements affecting the Property, or (3) terminate any of the Residence Agreements, unless the resident thereunder has materially defaulted. Seller shall not accept from any of the residents payment of rent more than two months in advance or apply any security deposit to rent due from any continuing resident. Nothing contained herein shall restrict Seller's right to enter into month-to-month Residence Agreements or grant month-to-month extensions of existing Residence Agreements in the ordinary course of business at rates generally consistent with those reflected in the rent roll.
Sample 1
Residence Agreements. The Residence Agreements are in full force and effect strictly according to the terms set forth therein. There are no uncured defaults on the part of Seller, as landlord, and, to the best of Seller's knowledge, by residents under the Residence Agreements and no resident has asserted, or has any defense to, offsets or claims against rent payable or obligations under its Residence Agreement. All of the landlord's obligations under the Residence Agreements which accrue before the Closing have been performed. Seller has no reason to believe that any resident is or may become unable or unwilling to perform any or all of such resident's obligations under its Residence Agreement. To the best of Seller's knowledge, no claim, controversy, dispute, quarrel or disagreement exists between any resident and Seller. Seller has made no representations to residents regarding the condition of the premises covered by any Residence Agreement or the compliance of the premises with any applicable governmental regulations, except as expressly set forth in the Residence Agreements.
Sample 1
Residence Agreements. Transferee has been supplied with true and correct copies of the form of the Residence Agreement currently in use for new admissions at the Facilities. No Facility Owner is in default, and, to Transferee’s knowledge, no Resident is in default, under any of its obligations under any Residence Agreement which default could reasonably be anticipated to have a Material Adverse Effect. The Residence Agreements identified on the rent rolls provided to Transferor were in full force and effect as of the date of the applicable rent roll, except as would not reasonably be anticipated to have a Material Adverse Effect. The rent rolls are true and correct in all respects except as would not reasonably be anticipated to have a Material Adverse Effect, subject to the information on the then-current aged receivables report.
Sample 1
Residence Agreements. New Investor has been supplied with true and correct copies of the forms (on a state-by-state basis) of the Residence Agreement currently in use for new admissions at the Facilities. No Facility Owner is in default, and, to SSLII’s knowledge, no Resident is in default, under any of its obligations under any Residence Agreement which default could reasonably be anticipated to have a Material Adverse Effect. The Residence Agreements identified on the Rent Rolls were in full force and effect as of the date of the applicable Rent Roll, except as would not reasonably be anticipated to have a Material Adverse Effect. The Rent Rolls are true and correct in all respects except as would not reasonably be anticipated to have a Material Adverse Effect, subject to the information on the then-current aged receivables report. As used in this Section 8.12, the term “Rent Rolls” means the schedules of Residents at the Facilities provided pursuant to Exhibit E.
Sample 1
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Residence Agreements. Tenant shall establish as policy and will request and use its best efforts to require that any and all residents or other persons for which the Tenant (or an agency retained by Tenant) provides services execute and deliver to the Tenant a residency agreement. Tenant has submitted to Landlord its form of residency agreement; Landlord's consent shall not be required for changes to or modifications of such residency agreement over the term of this Lease.
Sample 1

Related to Residence Agreements

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Lease Agreements 11 Section 3.15

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

  • Reinsurance Agreements Promptly, notice of any material change or modification to any Reinsurance Agreements or Surplus Relief Reinsurance Agreements whether entered into before or after the Closing Date including Reinsurance Agreements, if any, which were in a runoff mode on the Closing Date, which change or modification could have a Material Adverse Effect;

  • Franchise Agreements The Franchise Agreements are in full force and effect. There is no default thereunder by any party thereto and no circumstance, condition or event has occurred that, with the passage of time and/or giving of notice, would constitute a default thereunder or entitle Franchisor to terminate any Franchise Agreement. All franchise fees, reservation fees, royalties, marketing fees and other sums and payable due under the Franchise Agreements have been paid in full or are current. A true, correct and complete copy of the Franchise Agreements, together with all amendments and ancillary agreements or side letters related thereto, have been delivered to Lender. The Loan, and the encumbrance of the Collateral as security for the Loan, will not cause Mortgage Borrower to violate any financial covenants contained in any Franchise Agreement.

  • Retention Agreements The parties agree and acknowledge that the obligations due to each of Xxxx Xxxxxx, Xxx Xxxx, Xxxx Xxxxx, Xxx Xxxxx and Xxxxxx X. Xxxxxxxxxx pursuant to the Retention Agreements shall not be due and payable until such amounts are due under such Retention Agreements and that, notwithstanding the foregoing, such amounts shall be deducted from the Aggregate Merger Consideration at the Closing as Company Transaction Expenses and paid by the Surviving Corporation when due under the Retention Agreements. Parent agrees to cause the Surviving Corporation to transmit any amounts deducted from the Effective Date Aggregate Merger Consideration with respect to the Retention Agreements that, after the Closing, no longer will become due or payable in accordance with the terms of the Retention Agreements as determined in good faith by the Surviving Corporation, plus an amount equal to three and 15/100 percent (3.15%) interest compounding annually on the obligations due pursuant to the Retention Agreements (collectively, the “Unused Retention Amount”) to the Stockholders’ Representative for distribution to the Stockholders.

  • Employment Agreements Each of the persons listed on Schedule 9.12 shall have been afforded the opportunity to enter into an employment agreement substantially in the form of Annex VIII hereto.

  • Existing Management and Franchise Agreements Seller has furnished to Buyer true and complete copies of the Existing Management Agreement and the Existing Franchise Agreement, which constitutes the entire agreement of the parties thereto with respect to the subject matter thereof and which have not been amended or supplemented in any respect. There are no other management agreements, franchise agreements, license agreements or similar agreements for the operation or management of the Hotel or relating to the Brand, to which Seller is a party or which are binding upon the Property, except for the Existing Management Agreement and the Existing Franchise Agreement. The Improvements comply with, and the Hotel is being operated in accordance with, all requirements of such Existing Management Agreement and the Existing Franchise Agreement and all other requirements of the Existing Manager and the Franchisor, including all “brand standard” requirements of the Existing Manager and the Franchisor. The Existing Management Agreement and the Existing Franchise Agreement are in full force and effect, and shall remain in full force and effect until the termination of the Existing Management Agreement and the Existing Franchise Agreement at Closing, as provided in Article V hereof. No default has occurred and is continuing under the Existing Management Agreement or the Existing Franchise Agreement, and no circumstances exist which, with the giving of notice, the lapse of time or both, would constitute such a default.

  • Certain Agreements Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

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