Seller’s Covenants During Contract Period. Between Seller’s execution of this Agreement and the Closing, or earlier termination of this Agreement as permitted hereunder, Seller shall (i) maintain the Property in good order, condition and repair, reasonable wear and tear excepted; (ii) not make any material physical changes to the Improvements; (iii) continue to manage the Property in the manner in which it is being managed; (iv) not enter into any contracts or agreements affecting the Property unless such contracts can be completed or terminated prior to the Closing or Buyer, in its sole discretion, agrees to assume such contract or agreement as of the Closing Date, in which case such contracts shall be included within the term “Service Contracts”; (v) not enter into any lease, amendment of lease or other agreement pertaining to the Property, or permit any tenant of the Property to enter into any sublease or assignment of lease, except as provided in Section 14.1; (vi) after the end of the Due Diligence Period, not offer the Property for sale publicly or otherwise solicit, make, pursue, negotiate or accept offers for the sale of the Property to or from any party; (viii) maintain the insurance described on Exhibit L in full force and effect, except as otherwise approved by Buyer; and (ix) not dispose of or encumber the Property or any part thereof, except for dispositions of personal property in the ordinary course of business. From and after the Contract Date, Seller shall provide Buyer with regular written updates as to the status of any leasing activity at the Property.
Seller’s Covenants During Contract Period. Between Seller’s execution of this Agreement and the Closing, or earlier termination of this Agreement as permitted hereunder, Seller shall (i) farm the vineyards consistent with prevailing viticultural practices for premium varietal wine grapes in Napa County in accordance with its past practices; (ii) maintain the Purchased Assets in good order, condition and repair, reasonable wear and tear excepted in accordance with its past practices; (iii) not make any physical changes to the Facilities; (iv) not enter into any contracts or agreements or modify any existing Contracts affecting the Purchased Assets except in the ordinary course of business consistent with its past practices unless such contracts can be completed or terminated prior to the Closing or Buyer, in its sole discretion, agrees to assume such contract or agreement as of the Closing Date, in which case such contracts shall be included within the term “Assumed Contracts”; (v) not sell any inventory except in the ordinary course of business consistent with its past practices, including pricing; and (vi) not enter into any lease, amendment of any existing Leases or other agreement pertaining to the Purchased Assets.
Seller’s Covenants During Contract Period. Between Buyer's exercise of its option to purchase the Property and the Closing, Seller shall not (i) sell or offer the Property for sale publicly or otherwise solicit, entertain or accept offers for the sale of the Property from any party, and (ii) take any material actions affecting the Property, including actions affecting title, physical condition or creating new leases, contracts, easements or encumbrances of any kind without Buyer's prior written consent.
Seller’s Covenants During Contract Period. Between Seller’s execution of this Agreement and the Closing, or earlier termination of this Agreement as permitted hereunder, Seller shall (i) maintain the Property owned by Seller in good order, condition and repair, reasonable wear and tear excepted, but in no event shall Seller be obligated to make any capital repairs, replacements or improvements; (ii) not make any material physical changes to the Improvements; (iii) continue to manage the Property owned by such Seller in the manner in which it is being managed; (iv) not enter into any lease, except the Lease, amendment of lease or other occupancy agreement pertaining to the Property owned by such Seller; and (v) after the end of the Due Diligence Period, not offer the Property owned by such Seller for sale publicly or otherwise solicit, make, pursue, negotiate or accept offers for the sale of the Property owned by Seller to or from any party.
Seller’s Covenants During Contract Period. Between Seller's execution of this Agreement and the Closing, or earlier termination of this Agreement as permitted hereunder, Seller shall (i) maintain the Property in good order, condition and repair, reasonable wear and tear excepted, (ii) not make any physical changes to the Improvements, (iii) continue to manage the Property in manner in which it is being managed, and (iv) not enter into any lease, amendment of lease or other agreement pertaining to the Property, without Buyer's prior consent which consent shall not be unreasonably withheld if such bases are entered into in the ordinary course of business and are consistent with the type, term and rental of other comparable leases of the Property.
Seller’s Covenants During Contract Period. Between Seller's execution of this Agreement and the Close of Escrow, or earlier termination of this Agreement as permitted hereunder, Seller shall (i) maintain the Property in good order, condition and repair, reasonable wear and tear excepted; (ii) not make any material physical changes to the Improvements except as required by law, insurance carriers or applicable Leases; (iii) continue to manage and lease the Property in the manner its been operated and continue to provide all services previously provided in connection with the Property, (iv) not enter into any contracts or agreements affecting the Property unless such contracts can be completed or terminated prior to the Closing or Buyer, in its sole discretion, agrees to assume such contract or agreement as of the Closing Date, in which case such contracts shall be included within the term "Service Contracts"; (v) use due diligence to keep in full force all Licenses and Permits; (vi) not remove any Personal Property from the Property (unless the Personal Property so removed is simultaneously replaced with Personal Property of similar quality and utility); (vii) notify Buyer of any proposed new Tenant Leases; and (viii) maintain or cause to be maintained, at Seller's sole cost and expense, all insurance coverages applicable to the Property in the amount and form maintained by Seller prior to the Execution Date. From and after the Execution Date and until the Closing Date or earlier termination of this Agreement, Seller shall not execute any new Leases, and shall not modify, extend, or otherwise change the terms of the Leases without the prior written consent of the Buyer, which consent prior to the Contingency Date shall not be unreasonably withheld and shall be deemed given if not denied, with the reasons therefor, in a written notice delivered to Seller within two (2) business days after a request therefor; after the Contingency Date Buyer may withhold its consent in its sole discretion. Seller shall terminate all Service Contracts upon the Closing Date unless Buyer provides written notice thereof to the contrary to Seller before the Contingency Date.
