Site Leases. Schedule 3.5 hereto contains a true, correct and complete ----------- ------------ list of the Site Leases used in connection with, or necessary to operate, the Business as now operated or as proposed to be operated. Seller has good and marketable title to all of the Site Leases relating to the operation of the Business and none of such Site Leases is subject to any Lien, except for: (a) Liens which shall be discharged or removed by Seller prior to or at Closing, (b) Liens for Taxes not yet due and payable and (c) such imperfections of title and encumbrances, if any, which are not, individually or in the aggregate, material in character, amount or extent, and which do not materially detract from the value, or materially interfere with the present use or anticipated use of the property subject thereto or affected thereby. Each of the Site Leases is in full force and effect. All necessary Permits with respect to the Site Leases have been obtained, have been validly issued, are in full force and effect and upon consummation of the transactions contemplated hereby, the Site Leases will be transferred to Buyer such that Buyer may continue to operate the Business as presently operated or as proposed to be operated. Except as otherwise disclosed on Schedule 3.5, Seller is not, and to Seller's knowledge, no other party is in ------------ material default under any Site Lease. Seller has the full legal power and authority to assign its rights under each Site Lease listed on Schedule 3.5 ------------ hereto to Buyer.
Site Leases. Any of the following conditions exists with respect to a Site Lease: (i) Seller fails to hold a valid leasehold interest under the applicable Site Lease; (ii) such Site Lease is not in full force and effect in all material respects; (iii) any Person other than Seller or sublessees, sublicensees or licensees under the Tower Leases are in actual possession of the premises occupied under the applicable Site Lease; or (iv) any material default on the part of the Seller exists under such Site Lease;
Site Leases. A leasehold is a possessory interest in the land owned by another person. That possessory interest is commonly, but not always, exclusive—that is, allowing the lessee to exclude others and to dictate how the property is used. Even where a lease is not exclusive, a lessee may have the right to limit how the property is used and what type of concurrent interests may be granted. In the distributed generation solar context, leases are usually coterminous with the PPA, and not greater than 25 or 30 years. A site lease will typically give the system owner exclusive possession of the property (allowing the system owner to exclude others) along with rights necessary to exercise its leasehold interest, such as access, construction laydown, vehicle parking, and the right to grant sub-rights as may be needed for utility interconnection, telecommunication improvements, or other uses. In turn, by granting a system owner exclusive possession of the property, the site owner usually transfers to the system owner the duty to pay taxes, insure the property, prevent trespass, and secure the property. It will also typically gives a lessee the right to grant subleases, co-leases, easements, licenses, and many other rights commonly given by the landowner, though no more than the lessee itself has.
Site Leases. Operator shall negotiate all site leases for locations where Transmission Equipment is operated and Operator shall be the lessee thereunder. Operator shall pay the full cost of such leases (including all rental, reimbursements and pass-throughs). Operator agrees to cooperate with Licensee and to use reasonable best efforts to assist Licensee, when requested by Licensee, upon the expiration of any master site lease or other site leases covering such sites, in obtaining the rights to utilize or lease any site utilized by Operator, following the expiration or termination of this Agreement, provided Licensee shall pay any increase in rent resulting from the grant of any such rights. Operator shall not be required to accept adverse conditions in order to obtain any such rights for Licensee and, except to the extent Licensee's occupation of a site is pursuant to PARAGRAPH 9, Licensee shall bear the site rent for the period of its occupancy of a site after the expiration or termination of this Agreement. To the extent that Operator has the right to grant any such rights to Licensee under an existing lease, Operator shall do so.
Site Leases. Any Site Lease shall cease to be in full force or effect or is not renewed in a manner acceptable to the Facility Agent or any other Material Agreement shall cease to be in full force or effect and such circumstances can reasonably be expected to have a Material Adverse Effect;
Site Leases. Any Site Leases to which it is a party are in full force and effect, it has not received notice of violation or termination thereof, and neither it nor any of its counterparties thereunder are in breach of any of their material obligations thereunder.
Site Leases. (a) Each Primary Obligor shall maintain and comply in all material respects with the terms of the Site Leases to which it is a Party.
(b) Each Primary Obligor shall not amend any terms of the Site Leases to which it is a Party where such amendment would reasonably be expected to have a Material Adverse Effect.
Site Leases. Schedule 3.7 hereto contains an accurate and complete list of all real property leases (other than the Corporate Office Lease) to which the Seller is a party in connection with the Replacement Vehicle Business and a description of all such leases (including the remaining term thereof). Each lease set forth in Schedule 3.7 (or required to be set forth in Schedule 3.7) (each a "Site Lease") is in full force and effect; all rents and additional rents due to date on each such Site Lease have been paid; in each case, except as set forth in Schedule 3.7, the lessee has been in peaceable possession since the commencement of the original term of such Site Lease and is not in default thereunder and no waiver, indulgence or postponement of the lessee's obligations thereunder has been granted by the lessor; and there exists no default or event of default or event, occurrence, condition or act (including the purchase of the Assets hereunder) which, with the giving of notice, the lapse of time or the happening of any further event or condition, would become a default or event of default by the lessee under any such Site Lease. The Seller has not violated any of the terms or conditions of any such Site Lease, and, all of the covenants to be performed by any other party under any such Site Lease have been fully performed. There are no rental payments required to be made under or in connection with any of the Site Leases set forth in Schedule 3.7 (or required to be set forth in Schedule 3.7) other than as set forth in Schedule 3.7. As of the date hereof, except as set forth in Schedule 3.7, Seller has fulfilled all of its obligations required under any of the Site Leases set forth in Schedule 3.7 (or required to be set forth in Schedule 3.7). The property leased by the Seller or any subsidiary pursuant to each Site Lease is in a state of good maintenance and repair and is adequate and suitable for the purposes for which it is presently being used.
Site Leases. The Tenant agrees to pay or cause to be paid to ----------- each Site Landlord, on or before the first Business Day of each calendar month throughout the Lease Term, all fixed or base rent to be due under the respective Site Leases for such calendar month and to pay as and when due and payable pursuant thereto all additional rent and other charges payable pursuant to the respective Site Leases (excluding only amounts (i) payable to the extent resulting from a Landlord Act as lessee thereunder or the breach by Landlord of any obligation thereunder which was not the result of a Tenant Event, or (ii) which relates to a period prior to commencement of the Lease Term and which has not been assumed by or become the obligation of Tenant pursuant hereto). If Tenant attempts to make payment directly to a Site Landlord and such payment is rejected because Tenant is not such Site Landlord's tenant, Tenant shall provide funds to Landlord to enable it to pay, and Landlord agrees that, upon receipt of such funds (and provided funds owing to it are also paid), it shall pay, sums due to the applicable Site Landlord.
