Termination of Service Contracts. From the date of this Agreement through the Closing or earlier termination of this Agreement, other than in the ordinary course of business, Seller shall not terminate any Service Contract without Buyer’s prior consent, which shall not be unreasonably withheld or delayed. Seller shall notify Buyer of any Service Contract that is terminated by Seller in the ordinary course of business.
Termination of Service Contracts. On the Closing Date, Seller shall terminate any and all contracts related to the Property, if any, except those agreed to be assigned to Purchaser hereunder, if any, (the “Service Contracts”), unless Purchaser notifies Seller during prior to the Closing that any Service Contract(s) should not be canceled and will be assumed by Purchaser. All Service Contracts not terminated by Seller per Purchaser’s request shall be assigned to and assumed by Purchaser at Closing.
Termination of Service Contracts. Prior to the expiration of the Inspection Period, the Purchaser may elect, in its sole and absolute discretion, to provide the Sellers with a written notice identifying any Service Contracts which the Purchaser requires to be terminated prior to the Closing. The Sellers shall terminate any such Service Contracts so identified by the Purchaser at the Sellers’ sole cost and expense on or prior to the Closing Date. Notwithstanding the foregoing, each Seller acknowledges and agrees that it shall terminate any management agreements affecting its Property (including, without limitation, any management agreements between each Seller and ASC) on or prior to the Closing Date at no cost or expense to the Purchaser (whether or not the Purchaser provides the Sellers with a written notice requiring them to terminate the same) and the Purchaser shall have no liability or obligation with respect to any such management agreements.
Termination of Service Contracts. At the Closing, Seller shall terminate all Service Contracts identified by Purchaser (other than those described on Exhibit G attached hereto and those Service Contracts where the Mirador Master Association, Inc. is the contracting party), at no cost or expense to Purchaser. Purchaser shall pay any transfer or assignment charges due in connection with its assumption of any Service Contracts.
Termination of Service Contracts. Before the end of the Inspection Period, Purchaser shall give notice (the “Continuing Contract Notice”) to Seller of any service contracts affecting the Property that Purchaser elects to have continued after Closing, and such service contracts, if assignable by Seller, shall be assigned to and assumed by Purchaser at Closing pursuant to the Assignment and Assumption of Intangible Property and Other Rights. Seller shall terminate all service contracts as to which Purchaser does not timely give a Continuing Contract Notice, it being understood and agreed that the actual effective date of the termination may not occur until after the Closing (in which event, such service contract shall be assigned to Purchaser as if it were a continuing contract but subject to the termination notice).
Termination of Service Contracts. From the date of this Agreement through the Closing or earlier termination of this Agreement, other than in the ordinary course of business, Contributor shall not terminate any Service Contract without TRT Partner’s prior consent, which shall not be unreasonably withheld or delayed. Contributor shall notify TRT Partner of any Service Contract that is terminated by Contributor in the ordinary course of business.
Termination of Service Contracts. On the Closing Date, Seller shall terminate each Service Contract, as defined in Exhibit A and other agreements affecting the Property other than the Leases unless Buyer notifies Seller during the Inspection Period as to which of such service contracts should not be cancelled and will be assumed by Buyer; provided, Buyer understands some service contracts may be binding and will transfer to Buyer at Closing, however, Seller shall, without further notice from Buyer, terminate all management, leasing and employment contracts with respect to the Property prior to Closing. Seller shall not be obligated to terminate those Service Contracts which by their terms are not subject to termination or require the payment of money to terminate and each of which Buyer shall assume at Closing. Buyer shall be responsible for all costs related to the termination or reinstatement of any Service Contract that is properly terminated by Seller pursuant to this provision and subsequently reinstated by Seller due to Buyer's default.
Termination of Service Contracts. Seller covenants and agrees that on or before Closing it shall terminate all service contracts related to the Property except any that Buyer has specifically elected to assume at Closing.
Termination of Service Contracts. During the Due Diligence Period, Purchaser shall notify Seller which Service Contracts Purchaser wishes to assume at Closing. Notwithstanding the foregoing, Purchaser shall assume all Service Contracts that are not terminable on 30 days or less notice or that require the payment of a termination charge (unless Purchaser agrees to pay such termination charge). Purchaser shall pay any transfer or assignment charges due in connection with its assumption of any Service Contracts. Notice of termination for all Service Contracts not assumed by Purchaser shall be given by Seller not later than the Closing Date and any charges due thereunder after the Closing Date and through the date of actual termination shall be included as a prorated expense.
Termination of Service Contracts. Seller shall terminate, effective as of Closing, at no charge to Purchaser, all Service Contracts that are rejected pursuant to written notice delivered by Purchaser to Seller no later than on the Inspection Period Expiration Date, but only to the extent such Service Contracts can be terminated by Seller at Closing without payment of any termination payment or penalty and without payment for any post-Closing period.
