Seller Leaseback Sample Clauses

Seller Leaseback. Buyer and Seller shall enter into a lease (the "Seller's Lease") providing for Seller's lease from Buyer, commencing on the Close of Escrow, of space within the real property (the "Leaseback Premises") upon the terms and conditions set forth on Exhibit "C" attached hereto, and such additional terms and conditions as Buyer and Seller may agree upon. Buyer and Seller shall expeditiously and in good faith negotiate and document the Seller's Lease and use reasonable efforts to execute the Seller's Lease prior to the Contingency Deadline. Each party shall, within one (1) business day following execution of the Seller's Lease, deposit its executed counterpart of the Seller's Lease into Escrow. If the parties shall fail to execute the Seller's Lease prior to the Contingency Deadline, then this Agreement shall automatically terminate (except with respect to rights and obligations that expressly survive termination of this Agreement) and Escrow Holder shall immediately return to Buyer its Initial Deposit (plus interest accrued thereon)].
Sample 1
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Seller Leaseback. Xxxxx has entered escrow on the Property based upon Seller's representations of a sale/leaseback under the following terms and conditions: 32.1 Seller shall lease the Property from Buyer from close of escrow for a period of one (1) year (12 months) on an "as is, where is" basis at a rental of Three Hundred Eighty Thousand Dollars ($380,000.00) per annum, payable on the first (1St) day of each month at Thirty-One Thousand Six Hundred Sixty-Six Dollars and Sixty-Six Cents ($31,166.66). 32.2 Buyer shall have no obligations whatsoever for any tenant improvement costs or any maintenance or upkeep costs during the lease term. 32.3 The lease, to be prepared and executed during Xxxxx's contingency period, shall be an AIR (American Industrial Real Estate Association) Single-Tenant Net lease. 32.4 At the end of the lease, the building and all of its systems shall be kept and returned to Buyer/Landlord in the same condition as of the close of escrow, reasonable wear and tear excepted. /s/ T.D. /s/ R.M. /s/ B.B. /s/ N.T. 32.5 Parking shall be free during the term. 32.6 There will be no options or rights to extend the lease term. 32.7 The Property shall be leased on an "as is, where is" basis. 32.8 All other terms to be negotiated in final lease documents.
Sample 1
Seller Leaseback. Prior to the expiration of the Due Diligence Period, the Parties shall negotiate a lease document (including a commercially reasonable subordination, nondisturbance and attornment agreement form which shall be an exhibit to such lease document (the “SNDA”) and a copy of which shall be executed at Closing if required by Buyer’s lender, if any) under which Seller (or its Affiliate) will lease from Buyer floors one (1) through five (5) (approximately 100,000 rentable square feet) in the office building located on the Real Property in an “as-is” condition for a period of three (3) years at an annual rental rate of twenty dollars ($20) per rentable square foot (the “Seller Lease”). The Seller Lease shall contain standard office building provisions including (i) operating expense recovery provisions with a base year expense stop, which shall be the calendar year ending December 31, 2021; (ii) brokerage commission representations stating that there are no brokers involved and indemnifications therefore; (iii) early termination provision allowing Seller, as tenant, to terminate the Seller Lease after the twenty- fourth (24th) month so long as no default is continuing, and Buyer, as landlord, is given six (6) months prior written notice of such early termination; and (iv) building signage provisions, which shall include (A) Seller’s right, as tenant, to enjoy sole signage atop the office building (but not the OTech facility) on the Property so long as Seller is in occupancy under the Seller Lease and is not in default thereof beyond any applicable notice and cure period, and (B) Seller, as tenant, may place their monument signage at the top of the office building monument sign with all other monument signage being placed below Seller’s monument signage. If, for any reason, the Parties have not agreed upon the form of the Seller Lease prior to the end of the Due Diligence Period, then this Agreement shall automatically terminate as of the end of the Due Diligence Period, whereupon Escrow Agent shall refund to Buyer the Deposit without any requirement that Escrow Agent first notify or obtain any approval or consent of Seller (and Escrow Agent agrees that it shall not be permitted to, and shall not, follow any conflicting instructions given by Seller or any third party with regard thereto).
Sample 1
Seller Leaseback. Prior to the expiration of the Due Diligence Period, Buyer, as landlord, and Seller, as tenant, shall execute and deposit with Escrow Holder the Seller Leaseback, which shall be in substantially the form attached hereto as Exhibit “I”; provided, however, such Seller Leaseback shall be effective only if and when escrow closes with regard to the transaction contemplated herein. If this Agreement is terminated, then such Seller Leaseback shall be of no further force or effect.
Sample 1
Seller Leaseback. Paragraph 44 of the Agreement is hereby deleted in its entirety and replaced with the following:
Sample 1
Seller Leaseback. As a condition of entering into this PSA, Sxxxxx and Bxxxx have agreed to allow the Seller to lease the Property for an initial term of seven (7) years following the Closing upon the following terms and conditions and pursuant to the form of seller leaseback agreement attached hereto as Exhibit “A” (the “Seller Leaseback Agreement”).
Sample 1
Seller Leaseback. At Closing, Seller and Buyer shall enter into a lease of the Property (including the right to use the Personal Property during the term of the lease) in the form attached hereto as Exhibit “G” and incorporated by reference herein.
Sample 1
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Related to Seller Leaseback

  • Sale and Leaseback The Borrower will not enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower shall sell or transfer any real or personal property, whether now owned or hereafter acquired, and then or thereafter rent or lease as lessee such property or any part thereof or any other property which the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

  • Sale and Leasebacks The Borrower will not enter into --------------------- any arrangement, directly or indirectly, with any Person whereby the Borrower shall sell or transfer any of its Property, whether now owned or hereafter acquired, and whereby the Borrower shall then or thereafter rent or lease such Property or any part thereof or other Property that the Borrower intends to use for substantially the same purpose or purposes as the Property sold or transferred.

  • Sale and Leaseback Transactions The Borrower will not, and will not permit any of the Subsidiaries to, enter into any arrangement, directly or indirectly, whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereinafter acquired, and thereafter rent or lease such property or other property that it intends to use for substantially the same purpose or purposes as the property sold or transferred.

  • Sale Leasebacks Enter into any Sale and Leaseback Transaction.

  • Limitations on Sale and Leaseback Transactions (a) The Company will not, and will not permit any Restricted Subsidiary to, enter into any arrangement relating to property now owned or hereafter acquired whereby either the Company transfers, or any Restricted Subsidiary transfers, such property to a Person and either the Company or any Restricted Subsidiary leases it back from such Person (a “Sale/Leaseback Transaction”), unless: (i) the Company or such Restricted Subsidiary could, at the time of entering into such arrangement, incur Indebtedness secured by a Lien on the property involved in the transaction in an amount at least equal to the Attributable Debt with respect to such Sale/Leaseback Transaction, without equally and ratably securing the Notes as described in Section 2.8; or (ii) the net proceeds of the Sale/Leaseback Transaction are at least equal to such property’s fair market value, as determined by the Company’s Board of Directors, and the proceeds are applied within 180 days of the effective date of the Sale/Leaseback Transaction to the repayment of senior indebtedness of the Company or any Restricted Subsidiary. (b) The restrictions set forth in (a) above will not apply to a Sale/Leaseback Transaction: (i) entered into prior to the date of issuance of the Notes; (ii) that exists at the time any Person that owns property or assets becomes a Restricted Subsidiary; (iii) between the Company and a Restricted Subsidiary or between Restricted Subsidiaries; (iv) involving leases for a period of no longer than three years; or (v) in which the lease for the property or asset is entered into within 270 days after the date of acquisition, completion of construction or commencement of full operations of such property or asset, whichever is latest. (c) Notwithstanding the restrictions contained above, the Company and its Restricted Subsidiaries may enter into a Sale/Leaseback Transaction; provided that at the time of such transaction, after giving effect thereto, the aggregate amount of all Attributable Debt with respect to Sale/Leaseback Transactions existing at such time that could not have been entered into pursuant to the restrictions in (a) above, together with the aggregate amount of all outstanding Indebtedness secured by Liens as permitted by Section 2.8(b), does not at such time exceed 5% of Consolidated Total Assets.

  • Sale-Leaseback Transactions The Company shall not, and shall not permit any Restricted Subsidiary to, after the date hereof, enter into any Sale-Leaseback Transaction other than Permitted Sale-Leaseback Transactions (as defined below). The following Sale-Leaseback Transactions constitute “Permitted Sale-Leaseback Transactions”: (a) a Sale-Leaseback Transaction involving the leasing by the Company or any Restricted Subsidiary of model homes in the Company’s (including its Subsidiaries’) communities; (b) a Sale-Leaseback Transaction relating to a property entered into within 180 days after the later of the date of acquisition of such property by the Company or a Restricted Subsidiary or the date of the completion of construction or commencement of full operations on such property, whichever is later; (c) a Sale-Leaseback Transaction where the Company, within 365 days after such Sale-Leaseback Transaction, applies or causes to be applied to the retirement of any Funded Debt of the Company or any Restricted Subsidiary (other than Funded Debt which by its terms or the terms of the instrument by which it was issued is subordinate in right of payment to the Notes) proceeds of the sale of such property, but only to the extent of the amount of proceeds so applied; (d) a Sale-Leaseback Transaction where the Company or any Restricted Subsidiary would, on the effective date of such sale or transfer, be entitled, pursuant to this Indenture, to issue, assume or guarantee Indebtedness secured by a Lien upon the relevant property, at least equal in amount to the then present value (discounted at the actual rate of interest of the Sale-Leaseback Transaction) of the obligation for the net rental payments in respect of such Sale-Leaseback Transaction without equally and ratably securing the Notes; (e) a Sale-Leaseback Transaction between the Company and any Restricted Subsidiary or among Restricted Subsidiaries, provided that the lessor shall be the Company or a wholly-owned Restricted Subsidiary; and (f) a Sale-Leaseback Transaction which has a lease of no more than three years in length. Notwithstanding the foregoing, the Company may, and may permit any Restricted Subsidiary to, effect any Sale-Leaseback Transaction involving any real or tangible personal property which is not a Permitted Sale-Leaseback Transaction, provided that the aggregate net sales proceeds from all Sale-Leaseback Transactions which are not Permitted Sale-Leaseback Transactions, together with all Indebtedness secured by Liens other than Permitted Liens, does not exceed 20% of the total consolidated stockholders’ equity of the Company as shown on the most recent consolidated balance sheet that is contained or incorporated in the latest annual report on Form 10-K (or equivalent report) or quarterly report on Form 10-Q (or equivalent report) filed with the SEC, and is as of a date not more than 181 days prior to the date of determination, in the case of the consolidated balance sheet contained or incorporated in an annual report on Form 10-K, or 135 days prior to the date of determination, in the case of the consolidated balance sheet contained in the quarterly report on Form 10-Q.

  • Limitation on Sale and Leaseback Transactions (a) The Company shall not, and shall not permit any of its Subsidiaries to, enter into any sale and leaseback transaction for the sale and leasing back of any Principal Property, whether now owned or hereafter acquired, unless: (i) such transaction was entered into prior to the date of issuance of the Initial Notes; (ii) such transaction was for the sale and leasing back to the Company or any of its wholly owned Subsidiaries of any Principal Property by the Company or a Subsidiary; (iii) such transaction involves a lease for not more than three years (or which may be terminated by the Company or its Subsidiaries within a period of not more than three years); (iv) the Company would be entitled to incur Indebtedness secured by a Lien with respect to such sale and leaseback transaction without equally and ratably securing the Notes pursuant to Section 5.01(b) above; or (v) the Company or any Subsidiary applies an amount equal to the net proceeds from the sale of such Principal Property to the purchase of other Principal Property used or useful in the Company’s or such Subsidiary’s business or to the retirement of Indebtedness that is pari passu with the Notes (including the Notes) within 365 days before or after the effective date of any such sale and leaseback transaction, provided that, in lieu of applying such amount to the retirement of pari passu Indebtedness, the Company may deliver Notes to the Trustee for cancellation, such Notes to be credited at the cost thereof to the Company. (b) Notwithstanding the restrictions set forth in Section 5.02(a) above, the Company and its Subsidiaries may enter into any sale and leaseback transaction which would otherwise be subject to the restrictions set forth in Section 5.02(a) above, if after giving effect thereto the aggregate amount of all Attributable Debt with respect to such transactions (not including Attributable Debt permitted under clauses (i) through (v) of Section 5.02(a) above), together with all Indebtedness outstanding pursuant to Section 5.01(c) above, does not exceed 7.5% of the Company’s Consolidated Total Assets.

  • Sale and Lease-Back Transactions Enter into any arrangement, directly or indirectly, with any person whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other property which it intends to use for substantially the same purpose or purposes as the property being sold or transferred unless (a) the sale of such property is permitted by Section 6.05 and (b) any Capital Lease Obligations, Synthetic Lease Obligations or Liens arising in connection therewith are permitted by Sections 6.01 and 6.02, as the case may be.

  • Sales and Leasebacks Enter into any arrangement with any Person providing for the leasing by any Group Member of real or personal property that has been or is to be sold or transferred by such Group Member to such Person or to any other Person to whom funds have been or are to be advanced by such Person on the security of such property or rental obligations of such Group Member.

  • Sale or Lease of Assets Within any period of four consecutive fiscal quarters, the Borrower will not, nor will it permit any Subsidiary to, convey, sell, lease, transfer or otherwise dispose of assets, business or operations with a net book value in excess of 25% of Total Assets as calculated as of the end of the most recent such fiscal quarter.

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