Common use of Tenant Leases Clause in Contracts

Tenant Leases. (i) HHTI or an HHTI Subsidiary is the sole owner of the lessor's interest in all of the HHTI Leases and all such Leases are in full force and effect without current material default by either HHTI or the respective tenants, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none of the HHTI Leases that are material to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access; (iii) all obligations of the lessor under the HHTI Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STH, except as set forth in the HHTI Lease with respect to such tenant; (v) no tenant has any purchase option or other interest (other than its leasehold tenancy for a specified term) in any of the HHTI Land and/or the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice of its intention to vacate its demised premises prior to the end of the term of its lease; and (vii) none of the HHTI Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices).

Tenant Leases. (i) HHTI STH or an HHTI STH Subsidiary is the sole owner of the lessor's interest in all of the HHTI Leases STH Leases, and all such STH Leases are in full force and effect without current material default by either HHTI STH or the respective tenants, and no tenant has made any material claim against HHTI STH or any HHTI STH Subsidiary for damages related to any HHTI STH Lease other than any such default, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none of the HHTI STH Leases that are material to HHTI STH has been modified in a material way, except as reflected in amendments to which STH HHTI has had access; (iii) all obligations of the lessor under the HHTI STH Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STHHHTI, except as set forth in the HHTI STH Lease with respect to such tenant; (v) no tenant has any purchase option or other interest (other than its leasehold tenancy for a specified term) in any of the HHTI STH Land and/or the HHTI STH Improvements; (vi) no tenant has given HHTI STH or any HHTI STH Subsidiary notice of its intention to vacate its demised premises prior to the end of the term of its lease; and (vii) none of the HHTI STH Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI STH Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI STH Leases were entered into, have not been renegotiated during the term of the HHTI STH Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices).

Tenant Leases. (ia) HHTI or an HHTI Subsidiary is the sole owner The Disclosure Letter lists each of the lessor's interest leases currently in all of effect with respect to the HHTI Leases properties owned by the Company and all such its Subsidiaries as the same have been amended or modified to date (the "Leases"). The Leases are in full force and effect without current material default by either HHTI or the respective tenants, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none of the HHTI Leases that are material to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access; (iii) all obligations of the lessor under the HHTI Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STHand, except as set forth in the HHTI Lease with respect to Disclosure Letter, a. no material uncured Event of Default (as defined in any such tenant; (v) Lease), has occurred and is continuing under any such Lease, no tenant has asserted a defense to, offset or claim against its rent or the performance of its obligations under its Lease and no tenant has asserted a default on the part of the landlord which would give it the right to terminate its Lease and b. there are no rights of first refusal on, or options to purchase, any purchase option of such leased properties in favor of any tenant, and no proposed modifications to any Lease that would reduce (A) the space leased to any tenant, (B) the amount of any tenant's rent or other interest (other C) the term of any Lease. (b) Except for (i) security deposits or (ii) the first full month's rent, whether or not the term of a Lease has commenced, no prepayments of rent more than its leasehold tenancy thirty (30) days in advance have been made under the Leases. No rent or security deposits under the Leases have been assigned or encumbered, except as security for a specified term) the mortgages noted in the Disclosure Letter or the SEC Reports, and there are no agreements or understandings, written or oral, with any of the HHTI Land and/or tenants other than as set forth in the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice of its intention to vacate its demised premises prior to the end Leases. All brokerage commissions and other compensation and fees payable by reason of the term of its lease; and (vii) none of the HHTI Leases provides for the payment of rent or other amounts that are determined have been paid in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices)full.

Tenant Leases. (i) HHTI or an HHTI Subsidiary is The Lessee shall have the sole owner right to enter into Tenant Leases from time to time without the consent of the lessor's interest Agency, provided that the Lessee hereby agrees that each Tenant Lease (or a side letter or agreement executed by the parties to such Tenant Lease) shall contain: (1) provisions requiring the Tenant to deliver to the Lessee, upon the Lessee’s request, such information as the Lessee may need to enable the Lessee to submit to the Agency the subtenant information required herein, including the information described in all Section 8.16 (Periodic Reporting Information for the Agency); (2) a representation from the Tenant stating either of the HHTI Leases and all following: (A) that such Leases are Tenant’s occupancy at the Facility Realty will not result in full force and effect without current material default by either HHTI the removal of an industrial or manufacturing plant or facility of such Tenant located outside of the respective tenantsCity, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related but within the State, to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually the Facility Realty or in the aggregateabandonment of one or more such industrial or manufacturing plants or facilities of such Tenant located outside of the City but within the State or (B) that such Tenant’s location at the Facility Realty is reasonably necessary to discourage such Tenant from removing its industrial or manufacturing plant or facility to a location outside of the State or is reasonably necessary to preserve such Tenant’s competitive position in its industry; and (3) a representation from the Tenant stating that neither Xxxxxx, nor any Principals of Tenant: (A) is in default or in breach, beyond any applicable grace period, of its obligations under any written agreement with the Agency or the City, unless such default or breach has been waived in writing by the Agency or the City, as the case may be; (B) has been convicted of a misdemeanor related to truthfulness and/or business conduct in the past five (5) years; (C) has been convicted of a felony in the past ten (10) years; (D) has received formal written notice from a federal, state or local governmental agency or body that such Person is currently under investigation for a felony criminal offense; or (E) has received written notice of default in the payment to the City of any taxes, sewer rents or water charges, which have not been paid, unless such default is currently being contested with due diligence in proceedings in court or other appropriate forum. (4) a Material Adverse Effect;covenant from the Tenant stating that at all times during the Tenant’s occupancy of the Facility Realty, the Tenant shall ensure that employees and applicants for employment with the Tenant are treated without regard to their race, color, creed, age, sex or national origin. As used herein, the term “treated” shall mean and include the following: recruited, whether by advertising or other means; compensated, whether in the form of rates of pay or other forms of compensation; selected for training, including apprenticeship; promoted; upgraded; downgraded; demoted; transferred; laid off; and terminated With respect to the foregoing representations required by this clause (i), each Tenant Lease shall include the defined terms set forth in this Agreement for each capitalized term used in such Tenant Lease. (ii) none Upon the Agency’s request, the Company shall deliver within ten (10) business days to the Agency a copy of the HHTI Leases that are material to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access;current form of any Tenant Lease. (iii) all obligations of In the lessor under event that a Tenant Lease does not contain the HHTI Leases foregoing provisions or if the Tenant makes a misrepresentation with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STH, except as set forth in the HHTI Lease with respect to such tenant; (v) no tenant has any purchase option or other interest (other than its leasehold tenancy for a specified term) in any of the HHTI Land foregoing matters and such matter cannot be cured within thirty (30) days, or such longer period of time required to cure provided that the Lessee and/or the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice of Tenant are pursuing such cure with diligence, then, at the Agency’s option, in its intention to vacate its demised premises prior to the end sole discretion, PILOT on that portion of the term of its lease; and (viiFacility Realty occupied by the Tenant shall be adjusted in accordance with Section 5.2(g)(i)(b) none of the HHTI Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices)hereof.

Tenant Leases. (i) HHTI or an HHTI Subsidiary is The Lessee shall have the sole owner right to enter into Tenant Leases from time to time without the consent of the lessor's interest Agency, provided that the Lessee hereby agrees that each Tenant Lease (or a side letter or agreement executed by the parties to such Tenant Lease) shall contain: (1) provisions requiring the Tenant to deliver to the Lessee, upon the Lessee’s request, such information as the Lessee may need to enable the Lessee to submit to the Agency the subtenant information required herein, including the information described in all Section 8.16 (Periodic Reporting Information for the Agency); (2) a representation from the Tenant stating either of the HHTI Leases and all following: (A) that such Leases are Tenant’s occupancy at the Facility Realty will not result in full force and effect without current material default by either HHTI the removal of an industrial or manufacturing plant or facility of such Tenant located outside of the respective tenantsCity, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related but within the State, to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually the Facility Realty or in the aggregateabandonment of one or more such industrial or manufacturing plants or facilities of such Tenant located outside of the City but within the State or (B) that such Tenant’s location at the Facility Realty is reasonably necessary to discourage such Tenant from removing its industrial or manufacturing plant or facility to a location outside of the State or is reasonably necessary to preserve such Tenant’s competitive position in its industry; and (3) a representation from the Tenant stating that neither Tenant, nor any Principals of Tenant: (A) is in default or in breach, beyond any applicable grace period, of its obligations under any written agreement with the Agency or the City, unless such default or breach has been waived in writing by the Agency or the City, as the case may be; (B) has been convicted of a misdemeanor related to truthfulness and/or business conduct in the past five (5) years; (C) has been convicted of a felony in the past ten (10) years; (D) has received formal written notice from a federal, state or local governmental agency or body that such Person is currently under investigation for a felony criminal offense; or (E) has received written notice of default in the payment to the City of any taxes, sewer rents or water charges, which have not been paid, unless such default is currently being contested with due diligence in proceedings in court or other appropriate forum. (4) a Material Adverse Effect;covenant from the Tenant stating that at all times during the Tenant’s occupancy of the Facility Realty, the Tenant shall ensure that employees and applicants for employment with the Tenant are treated without regard to their race, color, creed, age, sex or national origin. As used herein, the term “treated” shall mean and include the following: recruited, whether by advertising or other means; compensated, whether in the form of rates of pay or other forms of compensation; selected for training, including apprenticeship; promoted; upgraded; downgraded; demoted; transferred; laid off; and terminated With respect to the foregoing representations required by this clause (i), each Tenant Lease shall include the defined terms set forth in this Agreement for each capitalized term used in such Tenant Lease. (ii) none Upon the Agency’s request, the Company shall deliver within ten (10) business days to the Agency a copy of the HHTI Leases that are material current form of any Tenant Lease (which may be redacted to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access;maintain the confidentiality of financial and other sensitive terms). (iii) all obligations of In the lessor under event that a Tenant Lease does not contain the HHTI Leases foregoing provisions or if the Tenant makes a misrepresentation with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STH, except as set forth in the HHTI Lease with respect to such tenant; (v) no tenant has any purchase option or other interest (other than its leasehold tenancy for a specified term) in any of the HHTI Land foregoing matters and such matter cannot be cured within thirty (30) days, or such longer period of time required to cure provided that the Lessee and/or the HHTI Improvements; Tenant are pursuing such cure with diligence, then the Agency may, as its sole and exclusive remedy (vi) no tenant has given HHTI or but not precluding the Agency from exercising any HHTI Subsidiary notice other remedies if there is an Event of its intention to vacate its demised premises prior to the end Default arising under any other section of this Agreement), adjust PILOT on that portion of the term of its lease; and (viiFacility Realty occupied by the Tenant shall be adjusted in accordance with Section 5.2(g)(i)(b) none of the HHTI Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices)hereof.

Tenant Leases. With regard to the Leases: (i) HHTI or an HHTI Subsidiary all information set forth in the Rent Roll is the sole owner accurate in all material respects as of the lessor's interest effective date thereof; (ii) there are no Leases in force for the Property other than as identified in such Rent Roll; (iii) the copies of the Leases delivered or to be delivered pursuant to Section 7.3 are true, complete and accurate copies of all of the HHTI Leases, including all amendments, modifications, extensions, renewals, guarantees and other agreements with respect thereto; (iv) there are no written or oral promises, understandings or commitments between the Investment Entity and any Tenant other than as set forth in such delivered copies; (v) the Leases constitute the legal, valid and all such binding obligation of Investment Entity, and to the Investment Entity’s knowledge, of the other party thereto, and the Leases are enforceable in accordance with their terms, except as may be limited by (a) applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors’ rights generally, and (b) equitable principles of general applicability relating to the availability of specific performance, injunctive relief or other equitable remedies; (vi) neither Investment Entity nor any Tenant has breached or is in default of any material provision in any Lease, and, to the Investment Entity’s knowledge, no event has occurred or circumstance exists which, with the delivery of notice, the passage of time or both, could reasonably be expected to constitute a material breach or default or permit the termination, modification or acceleration of rent under such Lease; (vii) no security deposit or portion thereof deposited with respect to such Lease has been applied in respect of a breach or default under such Lease which has not been redeposited in full; and (viii) other than those Leases listed on Schedule 5.1(r), the transactions contemplated by this Agreement do not require the consent of any other party to such Lease, will not result in a breach of or default under such Lease, and will not otherwise cause such Lease to cease to be legal, valid, binding, enforceable and in full force and effect without current material default by either HHTI or the respective tenants, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none of the HHTI Leases that are material to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access; (iii) all obligations of the lessor under the HHTI Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to on identical terms following the Closing, without the prior written consent of STH, except as set forth in the HHTI Lease with respect to such tenant; (v) no tenant has any purchase option or other interest (other than its leasehold tenancy for a specified term) in any of the HHTI Land and/or the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice of its intention to vacate its demised premises prior to the end of the term of its lease; and (vii) none of the HHTI Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices).

Tenant Leases. (ia) HHTI or an HHTI Subsidiary is the sole owner The Credit Parties have delivered to MSAM, on behalf of the lessor's interest in all Investors, rent rolls, certified to be true, correct and complete, for each of the HHTI Leases and all such Leases properties owned by the Credit Parties or any Subsidiary. (b) Each of the current leases with respect to the properties owned by the Credit Parties or any Subsidiary (as the same have been amended or modified to date, the "Leases") are in full force and effect without current and, to the knowledge of the Credit Parties, no material default by either HHTI uncured "event of default" (as defined in any such Lease) has occurred and is continuing under any such Lease. With respect to any Lease of 20,000 square feet or the respective tenants, and more: (i) no tenant has made any material asserted a defense to, offset or claim against HHTI its rent or any HHTI Subsidiary for damages related to any HHTI Lease other than the performance of its obligations under any such defaultLease, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none no tenant has asserted a default on the part of the HHTI landlord which would give it the right to terminate any such Lease, (iii) there are no rights of first refusal on, or options to purchase, any of the properties leased under any such Lease in favor of any tenant, and (iv) no written modifications to, or agreements in principal with respect to, any such Lease that would reduce (A) the space leased to any tenant, (B) the amount of any tenant's rent or (C) the term of such Lease. (c) Except for (i) security deposits or (ii) the first full month's rent, whether or not the term of a Lease has commenced, no prepayments of rent more than thirty (30) days in advance have been made under the Leases. No rent or security deposits under the Leases that are material to HHTI has have been modified in a material wayassigned or encumbered, except as reflected security for the mortgages notes listed in amendments to which STH has had access; (iii) all obligations Exhibit D, and there are no agreements or understandings, written or oral, with any of the lessor under the HHTI Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STH, except tenants other than as set forth in the HHTI Lease with respect to such tenant; (v) no tenant has any purchase option or Leases. All brokerage commissions and other interest (other than its leasehold tenancy for a specified term) in any compensation and fees payable by reason of the HHTI Land and/or Leases have been paid in full or will be paid in the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice ordinary course of its intention to vacate its demised premises prior to the end of the term of its lease; and (vii) none of the HHTI Leases provides for the payment of rent or other amounts that are determined in whole or in part with reference to the income or profits derived by any person (excluding amounts received business as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices)when due.

Tenant Leases. (ia) HHTI or an HHTI Subsidiary is the sole owner The Disclosure Letter lists each of the lessor's interest leases currently in all of effect with respect to the HHTI Leases properties owned by the Company and all such its Subsidiaries as the same have been amended or modified to date (the "Leases"). The Leases are in full force and effect without current material default by either HHTI or the respective tenants, and no tenant has made any material claim against HHTI or any HHTI Subsidiary for damages related to any HHTI Lease other than any such default, claim or claims that are not reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; (ii) none of the HHTI Leases that are material to HHTI has been modified in a material way, except as reflected in amendments to which STH has had access; (iii) all obligations of the lessor under the HHTI Leases with respect to the performance of work or the installation of equipment or materials required to have been performed at or prior to the Effective Time have been fully observed and performed, except for such failures that, individually or in the aggregate, will not have a Material Adverse Effect; (iv) as of the date hereof, no tenant is or shall become entitled to any material concession, rebate, allowance, or free rent for any period subsequent to the Closing, without the prior written consent of STHand, except as set forth in the HHTI Lease with respect to Disclosure Letter, (a) no material uncured Event of Default (as defined in any such tenant; (v) Lease), has occurred and is continuing under any such Lease, no tenant has asserted a defense to, offset or claim against its rent or the performance of its obligations under its Lease and no tenant has asserted a default on the part of the landlord which would give it the right to terminate its Lease and (b) there are no rights of first refusal on, or options to purchase, any purchase option of such leased properties in favor of any tenant, and no proposed modifications to any Lease that would reduce (A) the space leased to any tenant, (B) the amount of any tenant's rent or other interest (other C) the term of any Lease. (b) Except for (i) security deposits or (ii) the first full month's rent, whether or not the term of a Lease has commenced, no prepayments of rent more than its leasehold tenancy thirty (30) days in advance have been made under the Leases. No rent or security deposits under the Leases have been assigned or encumbered, except as security for a specified term) the mortgages noted in the Disclosure Letter or the SEC Reports, and there are no agreements or understandings, written or oral, with any of the HHTI Land and/or tenants other than as set forth in the HHTI Improvements; (vi) no tenant has given HHTI or any HHTI Subsidiary notice of its intention to vacate its demised premises prior to the end Leases. All brokerage commissions and other compensation and fees payable by reason of the term of its lease; and (vii) none of the HHTI Leases provides for the payment of rent or other amounts that are determined have been paid in whole or in part with reference to the income or profits derived by any person (excluding amounts received as rents from the HHTI Leases that are based solely on a percentage or percentages of receipts or sales where the percentage or percentages were fixed at the time the HHTI Leases were entered into, have not been renegotiated during the term of the HHTI Leases in a manner that had the effect of basing rent on income or profits, and conform with normal business practices)full.