Space Leases. (i) To Borrower’s best knowledge, Borrower has delivered a true, correct and complete schedule of all Space Leases as of the date hereof, which accurately and completely sets forth in all material respects, for each such Space Lease, the following (collectively, the “Rent Roll”): the name and address of the tenant; the lease expiration date, extension and renewal provisions; the base rent and percentage rent payable; and the security deposit held thereunder.
(ii) Each Space Lease constitutes the legal, valid and binding obligation of Borrower or, the Operating Tenant, as applicable, and, to the knowledge of Borrower, is enforceable against the tenant thereof. No default exists, or with the passing of time or the giving of notice would exist, which would, in the aggregate, have a Material Adverse Effect.
(iii) To Borrower’s best knowledge, no tenant under any Major Space Lease has, as of the date hereof, paid Rent more than thirty (30) days in advance, and the Rents under such Major Space Leases have not been waived, released, or otherwise discharged or compromised.
(iv) To Borrower’s best knowledge, except as disclosed in writing to Lender, all work to be performed by Borrower under the Space Leases has been substantially performed, all contributions to be made by Borrower to the tenants thereunder have been made except for any held-back amounts, and all other conditions precedent to each such tenant’s obligations thereunder have been satisfied.
(v) To Borrower’s best knowledge, except as previously disclosed to Lender in writing or contained in the Space Leases, there are no options to terminate any Space Lease.
(vi) To Borrower’s best knowledge, each tenant under a Major Space Lease or such tenant’s authorized subtenant is currently occupying the space demised by such Major Space Lease.
(vii) To Borrower’s best knowledge, Borrower has delivered to Lender true, correct and complete copies of all Space Leases described in the Rent Roll.
(viii) No Space Lease has been assigned or, to Borrower’s best knowledge, modified, supplemented or amended in any way.
(ix) To Borrower’s best knowledge, each tenant under each Space Lease is free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors.
(x) To Borrower’s best knowledge, no Space Lease provides any party with the right to obtain a lien or encumbrance upon the Property superior to the lien of this Security Instrument.
Space Leases. To Crow's knowledge, Crow has performed in all material ------------ respects all of its obligations under the Space Leases and there are no defaults under the Space Leases. To Crow's knowledge, all other parties (whether one or more) to the Space Leases have performed all of their respective obligations thereunder in all material respects, and are not in default thereunder in any material respect. To Crow's knowledge, Crow has received no written notice of any intention by any of the parties to the Space Leases to cancel the same, nor has Crow canceled the same.
Space Leases. Seller shall not (i) enter into any Space Leases, (ii) amend, modify, renew, or extend any Space Lease, (iii) consent to any assignment or sublease of a Space Lease which requires Seller’s consent, or (iv) take any other material action with respect to any Space Lease (excluding actions that Seller deems reasonably necessary to comply with the terms of, or otherwise avoid default or liability under, the applicable Space Lease; provided that Seller shall use reasonable efforts to consult with Purchaser prior to taking any action with respect to the foregoing), except with the prior written consent of Purchaser, which consent may be granted or withheld in Purchaser’s sole discretion (except to the extent Seller is obligated as landlord to be reasonable under such Space Lease, in which event Purchaser’s consent will not be unreasonably withheld, conditioned or delayed); provided, however, that (a) if Purchaser fails to object to any such action by Seller within ten (10) business days (or such shorter time period in which Seller is required to respond pursuant to the applicable Space Lease) after Seller gives Purchaser notice thereof, then Purchaser shall be deemed to have consented to such action, and (b) subject to Section 5.6.3, Seller may terminate any Space Lease with Purchaser’s consent, which consent will not be unreasonably withheld, conditioned or delayed, and, in connection with any such termination, Seller may permit the tenant to remain in occupancy, and/or extend the term of the lease, for a period not longer than the last date of the term of the New Seller Space Lease. Notwithstanding the foregoing, Seller makes no assurances, nor shall it be a condition to closing, that the Space Leases will be in good standing and performing or in force and effect on the Closing Date.
Space Leases. Schedule 2.1(p) of the HT Disclosure ------------- Schedule sets forth a true, correct and complete list of all space leases where HT, HLP or any Subsidiary is the landlord (including all modifications or amendments thereto) in effect as of the date hereof ("Space Leases" or individually a "Space Lease"), together with the ------------ ----------- most recent rent roll for each HT Property, showing, inter alia, a full, complete and accurate list of tenants, current rents, security deposits, prepaid rents and rent delinquencies, unperformed or outstanding tenant improvement costs and unpaid leasing commissions. To the Knowledge of HT, HLP and each Subsidiary, true, correct and complete copies of all Space Leases (including all modifications or amendments) have been delivered to CHP. Except as set forth on Schedule 2.1(p) of the HT Disclosure Schedule, (i) HT, HLP or a Subsidiary is the sole owner of the lessor's interest in all Space Leases and HT, HLP or such Subsidiary, as the case may be, has not pledged, assigned or hypothecated (except for secured financings identified on Schedule 2.1(p) of the HT Disclosure Schedule) any of its interest in any of the Space Leases, (ii) no Space Lease has been modified, or to the Knowledge of HT, HLP and each Subsidiary, assigned or sublet by the tenant thereunder, in any respect except as shown on Schedule 2.1(p) of the HT Disclosure Schedule, (iii) to the Knowledge of HT, HLP and each Subsidiary, HT, HLP or such Subsidiary, as the case may be, has fully performed all obligations on the part of the landlord (including tenant work or payments on account thereof) to be performed under each Space Lease, and there are no agreements with any tenant for the performance of any work or otherwise with respect to any matter except as set forth in the Space Leases, all of which has been fully performed and paid for by HT, HLP or such Subsidiary; (iv) no tenant has any right of first offer or refusal with respect to, or other option to purchase, any HT Property or any interest therein, or, except as set forth in the Space Leases, to lease additional space in any HT Property, to extend the term of such tenant's Space Lease, to put back to the landlord any space currently subject to such tenant's Space Lease, or to terminate such tenant's Space Lease; (v) no notice of default has been given or received by HT, HLP or any Subsidiary with respect to any Space Lease, and, to the Knowledge of HT, HLP or any Subsidiary, no tenant otherwi...
Space Leases. Seller has delivered or made available to Purchaser prior to the Effective Date, complete copies of all Space Leases, and there are no Space Leases except as set forth on the list attached hereto as Exhibit D. Except as disclosed in Exhibit D, (i) to Seller’s Knowledge, each Space Lease is in full force and effect; (ii) neither Seller nor Manager has received any written notice from any Space Lessee claiming that Seller is currently in default under any Space Leases; and (iii) no Space Lessee is in default in any material monetary obligation or, to Seller’s Knowledge, any material non-monetary obligation, under its Space Lease.
Space Leases. Lessor hereby assigns to Lessee all of Lessor's right, title and interest as landlord under the Space Leases, which Space Leases shall be subleases of the applicable Properties on the terms and conditions set forth in the Space Leases. Lessee shall fulfill, perform and observe in all respects, at its own cost and expense, each and every condition and covenant of the lessor in each Space Lease and give prompt notice to Lessor of any claim or event of default under any Space Lease given to Lessee by any Space Lessee or given by Lessee to any Space Lessee, together with a complete copy or statement of any information submitted or referenced in support of such claim or event of default. Lessor agrees that the Space Leases are not subject to the consent requirements set forth in Section 26.B, provided that, Lessee shall not be relieved of any of its obligations with respect to this Lease by reason of the Space Leases.
Space Leases. Attached hereto as Schedule 4.1(n-1) is a true and correct (in all material respects) rent roll (the “Rent Roll”) showing the applicable, expiration dates, and rent obligations under any leases, licenses or other agreements granting occupancy rights with respect to any portion of the Acquired Properties to any Person (the “Space Leases”). As of the date of the Rent Roll, the Space Leases listed on the Rent Roll in all material respects (i) constitute all the leases, licenses and occupancy agreements relating to the Acquired Properties under which the Seller or any of its Selling Subsidiaries is the holder of the landlord’s or licensor’s interest, (ii) have not been modified, supplemented, amended or guaranteed except as stated on Schedule 4.1(l), and (iii) contain the entire agreement between the relevant landlord and tenant or licensor and licensee named therein. Neither Seller nor any of its Subsidiaries have received written notice from any tenant under the Space Leases that such tenant is entitled to an offset or deduction of the rent payable under its Space Lease (excluding any rent abatements expressly set forth in such Space Lease). Each Space Lease represents the legally valid and binding obligation of the Seller or its Subsidiary party thereto, and, to the knowledge of such Seller, the legally valid and binding obligation of the other party or parties thereto, enforceable against the parties thereto in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar Laws affecting creditors’ rights generally and subject, as to enforceability, to general principles of equity. True and complete copies of such Space Leases and all amendments and guaranties thereof have been made available to the Buyer. Schedule 4.1(n-2) contains a true and complete list of all Leasing Costs that are outstanding as of the date hereof. Schedule 4.1(n-3) contains a true and complete (in all material respects) list of all security deposits (whether in the form of cash, letter of credit or otherwise) held by the Seller or any of its Selling Subsidiaries under such Space Leases. Except as set forth on r Schedule 4.1(n-4), as of the date hereof, neither the Seller nor any of its Selling Subsidiaries has delivered any written notice of monetary or non-monetary default with respect to any Space Lease that has not been cured, rescinded or waived. Except as set forth on Schedule 4.1(n-4), to the knowledge of ...
Space Leases. Except as set forth in the Real Property Leases, no person or entity has been granted by the Company pursuant to a written agreement or, to the knowledge of the Company, pursuant to any other agreement, oral or otherwise, any right to the possession, use, occupancy or enjoyment of the Leased Real Property or any portion thereof.
Space Leases. Except as set forth on Schedule 4.1(i)(iv), as of the date hereof, there are no Space Leases, nor are there any other tenants or occupants (other than transient guests and as otherwise contemplated in the Hotel Management Agreements) with rights to occupy all or any portion of the Real Property. A copy of each Space Lease described on Schedule 4.1(i)(iv) has been provided to Sunstone Parties and is a true and accurate copy, including all amendments to date, and constitutes the entire agreement between Management or Lessee, as the case may be, and the other party or parties named therein. Each such Space Lease is a legal, valid and binding obligation of Lessee or Management, as applicable, and to the Knowledge of Alter or Biedxxxxx, xx applicable, each other party thereto, enforceable in accordance with its terms, and, to the Knowledge of Alter or Biedxxxxx, xx applicable, free of any default by any party thereto, nor has Management or Lessee received any written or verbal notice or other communication of any alleged breach or default thereunder. As of the date hereof, none of Management, Lessee or any Lessee Subsidiary is required to pay for any alterations in excess of $20,000 for any tenant which alterations have not been completed as required pursuant to the relevant lease, except as set forth on Schedule 4.1(j)(iv). To the Knowledge of Alter or Biedxxxxx, xx applicable, no brokerage commissions or finder's fees that Lessee or Management is required to pay in excess of $20,000 with respect to the negotiation, renewal, extension or modification of any Space Lease set forth on Schedule 4.1(i)(iv) will be owing on the Closing Date. To the Knowledge of Alter or Biedxxxxx, xx applicable, there are no pending actions or proceedings instituted against Management, Lessee or any Lessee Subsidiary by any tenant under any Space Lease.
Space Leases. All material Space Leases known to Seller to which ------------ Seller or Manager is a party or any portion of the Property is subject are listed on Exhibit F attached hereto. To the knowledge of Seller, (a) all such --------- Space Leases are in full force and effect, and (b) there are no defaults or events that with notice or the passage of time or both, would constitute a default by Seller under any such Space Leases, nor by any other party thereto.
