Termination of Existing Management and Leasing Agreements Sample Clauses

Termination of Existing Management and Leasing Agreements. Terminate management and leasing agreements with respect to the Property, if any, as of the Closing Date, at Seller’s sole cost and expense. On the Closing Date, there shall be no contract or agreement in effect between Seller and any party for management or leasing of the Property after the Closing Date. Without limitation on the foregoing, in no event shall Buyer be obligated to employ any of Seller’s employees or property managers from and after Closing.
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Termination of Existing Management and Leasing Agreements. Evidence reasonably satisfactory to Investor LP that all existing management agreements, marketing agreements or ancillary service agreements with any Affiliate of YSI LP or third-party relating to the Locations have been terminated.
Sample 1
Termination of Existing Management and Leasing Agreements. That certain agreement captioned Management Agreement, by and between Westland Hotel Corporation, an affiliate of Young and Seller (the "HOTEL MANAGEMENT AGREEMENT"), and all other management, franchise and brokerage agreements, if any, shall each be terminated as of the Closing Date, at Seller's sole cost, by a binding agreement (i.e., one for each of the Hotel Management Agreement and each other management, franchise and brokerage agreement) to be executed by the parties to such agreements (each in such form as is satisfactory to Buyer in its sole discretion), pursuant to which the Hotel Management and each other management, franchise and brokerage agreement, respectively, is terminated, cancelled and of no further force or effect of the Closing Date (collectively, the "TERMINATION AGREEMENTS"). All such Termination Agreements shall expressly provide that Buyer is a third party beneficiary of all rights, remedies and benefits thereunder. On the Closing Date, there shall be no contract or agreement in effect between Seller and any party for management, franchising or brokerage of the Property after the Closing Date. There shall be no fees, payments, commissions or other sums due and owing in connection with the Hotel Management Agreement or any other management, franchising or brokerage agreement or any other agreement for the period prior to the Closing Date.
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Termination of Existing Management and Leasing Agreements. Notwithstanding any other provision of this Agreement, Buyer shall not assume any obligations under the Hotel Management Agreement or any other management, franchise or brokerage agreements. In accordance with Section 9C hereof, Seller shall, as a condition to Buyer's obligation to Close, cause all such agreements to be terminated as of the Closing and shall deliver possession of the Hotel to Buyer (or Buyer's nominee) free and clear of any possession by, rights of or any claim by any party under such agreements, including, without limitation, any claim or rights of Westland Hotel Corporation, or its affiliates. Seller shall remain responsible for all amounts due or to become due under the Hotel Management Agreement, any other management, franchise and leasing agreements, and the Termination Agreements and shall indemnify, protect, defend, and hold Buyer harmless from and against all claims, liabilities, indemnities, releases, obligations, liens or encumbrances, losses, damages, costs and expenses, including reasonable attorneys' fees thereunder. Seller will deliver all Termination Agreements to Buyer in accordance with the provisions of Section 6B(1)(k). The provisions of this Section 11B(9) shall survive Closing.
Sample 1

Related to Termination of Existing Management and Leasing Agreements

  • Termination of Existing Agreements Any previous employment agreement between Executive on the one hand and Employer or any of Employer’s Affiliates (as hereinafter defined) on the other hand is hereby terminated.

  • Termination of Existing Agreement The Existing Agreement is hereby terminated and replaced and superseded by this Agreement, effective August 1, 2001. All payments, of Base Salary or otherwise, made by the Company under the Existing Agreement with respect to any period commencing on or after August 1, 2001 shall be credited against the corresponding payment obligations of the Company under this Agreement.

  • Termination of Management Agreement Evidence of the termination of any and all management agreements affecting the Property, effective as of the Closing Date, and duly executed by Seller and the property manager.

  • Termination of Existing Tax Sharing Agreements Any and all existing Tax sharing agreements (whether written or not) binding upon the Company shall be terminated as of the Closing Date. After such date neither the Company nor any of its Representatives shall have any further rights or liabilities thereunder.

  • Termination of Existing Credit Agreements The Company and each of the Banks that is also a "Bank" party to the Existing Credit Agreements agrees that the "Commitments" as defined in the Existing Credit Agreements shall be terminated in their entirety on the Effective Date. Each of such Banks waives (a) any requirement of notice of such termination pursuant to Section 2.09 of the Existing Credit Agreements and (b) any claim to any facility fees or other fees under the Existing Credit Agreements for any day on or after the Effective Date. Each of the Company and the Borrower (i) represents and warrants that (x) after giving effect to the preceding sentences of this Section 10.07, the commitments under the Existing Credit Agreements will be terminated effective not later than the Effective Date, (y) no loans are, as of the date hereof, or will be, as of the Effective Date, outstanding under the Existing Credit Agreements and (ii) covenants that all accrued and unpaid facility fees and any other amounts due and payable under the Existing Credit Agreements shall have been paid on or prior to the Effective Date.

  • Ratification of Existing Agreements All of the Borrower's obligations and liabilities to the Creditors as evidenced by or otherwise arising under the Credit Agreement, the Notes and the other Credit Documents, are, by the Borrower's execution of this Agreement, ratified and confirmed in all respects. In addition, by the Borrower's execution of this Agreement, the Borrower represents and warrants that it does not have any counterclaim, right of set-off or defense of any kind with respect to such obligations and liabilities.

  • Termination of Existing Credit Agreement Receipt by the Administrative Agent of evidence that the Existing Credit Agreement concurrently with the Closing Date is being terminated and all Liens securing obligations under the Existing Credit Agreement concurrently with the Closing Date are being released.

  • Property Management Agreement The Property Management Agreement is in full force and effect and, to Borrower's Knowledge, there are no defaults thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • Management Agreement The Management Agreement is in full force and effect and there is no default thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • The Management Agreement Borrower shall use commercially reasonable efforts to cause Manager to manage the Property in accordance with the Management Agreement. Borrower shall (a) diligently perform and observe all of the material terms, covenants and conditions of the Management Agreement on the part of Borrower to be performed and observed, (b) promptly notify Agent of any notice to Borrower or Manager of any default by Borrower in the performance or observance of any material terms, covenants or conditions of the Management Agreement on the part of Borrower to be performed and observed, and (c) promptly deliver to Agent a copy of all material notices received by it (including, without limitation, any notices relating to the Ground Lease, the Reciprocal Easement and any Joint Manager (as defined in the Reciprocal Easement Agreement) and, upon request by Agent, any other financial statement, business plan, capital expenditures plan, report and estimate received by it under the Management Agreement (but excluding any immaterial general correspondence and internal discussion drafts of any such plans, reports or estimates); and (iv) promptly enforce the performance and observance of all of the material covenants required to be performed and observed by Manager under the Management Agreement. If Borrower shall default in the performance or observance of any material term, covenant or condition of the Management Agreement on the part of Borrower to be performed or observed, then, without limiting Agent’s other rights or remedies under this Agreement or the other Loan Documents, and without waiving or releasing Borrower from any of its obligations hereunder or under the Management Agreement, Agent shall have the right, but shall be under no obligation, to pay any sums and to perform any act as may be appropriate to cause all the material terms, covenants and conditions of the Management Agreement on the part of Borrower to be performed or observed.

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