Sale of the Property Any sale of the Property shall not affect this Lease or any of your obligations, but upon such sale we will be released from all of our obligations under this Lease and the new owner of the Property will be responsible for the performance of the duties of "Landlord" from and after the date of such sale.
Condition of the Property THE LESSEE ACKNOWLEDGES AND AGREES THAT IT IS LEASING THE PROPERTY "AS IS" WITHOUT REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) BY THE LESSOR AND SUBJECT TO (A) THE EXISTING STATE OF TITLE, (B) THE RIGHTS OF ANY PARTIES IN POSSESSION THEREOF, (C) ANY STATE OF FACTS WHICH AN ACCURATE SURVEY OR PHYSICAL INSPECTION MIGHT SHOW, AND (D) VIOLATIONS OF REQUIREMENTS OF LAW WHICH MAY EXIST ON THE DATE HEREOF OR ON THE ACQUISITION DATE. THE LESSOR HAS NOT MADE AND SHALL NOT BE DEEMED TO HAVE MADE ANY REPRESENTATION, WARRANTY OR COVENANT (EXPRESS OR IMPLIED) AND SHALL NOT BE DEEMED TO HAVE ANY LIABILITY WHATSOEVER AS TO THE TITLE (OTHER THAN FOR LESSOR LIENS), VALUE, HABITABILITY, USE, CONDITION, DESIGN, OPERATION, OR FITNESS FOR USE OF THE PROPERTY (OR ANY PART THEREOF), OR ANY OTHER REPRESENTATION, WARRANTY OR COVENANT WHATSOEVER, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROPERTY (OR ANY PART THEREOF) AND THE LESSOR SHALL NOT BE LIABLE FOR ANY LATENT, HIDDEN, OR PATENT DEFECT THEREIN (OTHER THAN FOR LESSOR LIENS) OR THE FAILURE OF THE PROPERTY, OR ANY PART THEREOF, TO COMPLY WITH ANY REQUIREMENT OF LAW.
Use of the Property The Tenant agrees with the Landlord as follows:-
3.1 To use the Room or Studio (as applicable) only as a single private residence for occupation by the Tenant personally and not to allow visitors to remain in the Room or in the Flat or Studio (as applicable) overnight unless the Tenant has registered the visitor at reception and obtained the Landlord’s consent to the visitor remaining in the Room or the Flat or Studio (as applicable) overnight such consent not to be unreasonably withheld or delayed provided that no overcrowding occurs and (where applicable) the other occupiers of the Flat do not raise any objection
3.2 The Tenant shall not:
3.2.1 use the Room Studio Flat or Building for the purposes of conducting a business
3.2.2 keep any pets or other animals on or in the Room Studio Flat or Building without the prior written consent of the Landlord
3.2.3 play or use any musical instrument or television radio or other means of reproducing sound so that the sound is audible outside the Room Flat Studio or Building
3.2.4 connect to the telephone line the internet or any other systems
3.2.5 store bicycles in the Room Flat Studio or Building but to store any bicycle in the designated bicycle areas of the Building only and in the event of the Landlord removing any bicycle stored in breach of this clause to pay to the Landlord within 7 days of written demand £25 before the release of the bicycle to the Tenant
3.2.6 store or keep or use any unlawful substance or materials in the Room Flat Studio or Building at any time and to report to the Landlord or any of its employees the presence of any such unlawful substance or materials
3.2.7 keep store or use in the Room Flat Studio or Building any inflammable or dangerous articles, any lighted candles electronic cigarettes incense sticks shisha pipes naked flame appliances portable heater lamp or other portable apparatus fed by paraffin or liquid gas and to comply with all of the Landlord’s requirements relating to fire safety as set out in the Fire Safety Agreement which is available for inspection at the relevant onsite management reception
3.2.8 keep or use in the Room Flat Studio or Building any electrical heating and/or electrical cooking equipment and/or multiway adaptors;
3.2.9 bring into or keep in the Room Flat Studio or Building any other electrical items (“the Items”) unless the Tenant has first produced by prior appointment the Items to the Landlord’s officer in the relevant onsite management reception for Portable Appliance Testing (“XXX”) and thereafter obtained the approval of the Landlord to the keeping and using of the Items in the Room or the Flat or Studio, ( as applicable) which approval will be given if the Items are in good safe working order and meet the XXX requirements
3.2.10 expose or allow to be hung any laundry washing or other items so as to be visible from outside of the Room Flat Studio or Building and not to dry clothes on the storage heaters
3.2.11 not to bring into or keep in the Room Flat Studio or Building any washing machine
3.2.12 glue stick nail tack screw fix or fasten (whether with Blue-Tack or similar materials) anything whatsoever to the interior or the exterior of the Room Flat Studio or Building
3.2.13 smoke (including electronic cigarettes) or use non-prescription drugs within the Room Flat Studio or Building
3.2.14 part with the keys or access fob to the Room Flat Studio or Building and to report immediately any loss of the same to the Landlord and to pay to the Landlord before the Landlord issues any replacements the sum of £20 for each replacement key and £15 for each replacement access fob (and if a key or access fob is found and returned by the student after a replacement has been issued and the cost charged, the refund of the cost is at the Landlord’s discretion and in any event an administrative fee may be charged.)
3.2.15 damage or force or in any way misuse any locks in the Room Flat Studio or Building and in the event of default to pay to the Landlord on demand all reasonable costs (including an additional administration charge) reasonably incurred by the Landlord in replacing the same and/or making good all damage caused
3.2.16 connect to or trail wires from the telephone apparatus and/or any television in the Room Flat Studio or Building to protect the health and safety of the Tenant and (where applicable) the occupiers of the Building
3.2.17 tamper with any fire safety equipment in the Room Flat Studio or Building including without limitation fire extinguishers, smoke alarms, emergency exit signs and break glass alarm points
3.2.18 cause a nuisance annoyance or interference or threaten or abuse any other residents in the Building any employees servants or agents of the Landlord or the owners and occupiers of neighbouring, adjoining or adjacent property or the owners of occupiers of them;
3.2.19 do anything that has the effect of invalidating the insurance that the Landlord has taken out in relation to the Building
3.2.20 use the Room or the Flat or the Studio for immoral or illegal purposes or otherwise commit or be involved in any criminal activity
3.3 The Tenant agrees to:
3.3.1 where applicable, open the windows in the Room or the Studio to the tilt position for at least 30 minutes each day (provided that the Tenant is in occupation) to ventilate the Room or Studio and not to open the windows in the Room beyond the tilt position save in emergencies.
3.3.2 always to use the extractor fan in the bathroom when using the bathroom and not to disable the extractor fan except for safety reasons in an emergency
3.3.3 use best endeavours to ensure that the Tenant’s visitors comply with the Tenant’s obligations under this Agreement while present in the Room Flat Studio or the Building
3.3.4 comply with additional obligations or restrictions set out in any management scheme or other regulations reasonably required by the Landlord which may be notified to the Tenant in writing from time to time.
3.4 Unless otherwise expressly provided, the obligations and liabilities of the Tenant under this agreement are joint and several. This means that where, there is more than one tenant of the Studio Flat or the Building the Tenant will be liable for all sums due under the agreement, not just liable for a proportionate part.
Title; Real Property (a) Each of the Borrower and its Subsidiaries has valid and indefeasible title to, or valid leasehold interests in, all of its material properties and assets (including Real Property) and good title to, or valid leasehold interests in, all material personal property, in each case that is purported to be owned or leased by it, including those reflected on the most recent financial statements delivered by the Borrower hereunder, and none of such properties and assets is subject to any Lien, except Liens permitted under Section 7.02. The Borrower and its Subsidiaries have received all deeds, assignments, waivers, consents, non-disturbance and recognition or similar agreements, bills of sale and other documents, and have duly effected all recordings, filings and other actions necessary to establish, protect and perfect the Borrower’s and its Subsidiaries’ right, title and interest in and to all such property, other than those that would not reasonably be expected to result in a Material Adverse Effect.
(b) Set forth on Schedule 5.19(b) is a complete and accurate list, as of the Closing Date, of all (i) owned Real Property located in the United States with a reasonably estimated Fair Market Value in excess of $3,000,000 showing, as of the Closing Date, the street address, county (or other relevant jurisdiction or state) and the record owner thereof and (ii) leased Real Property located in the United States with annual lease payments in excess of $1,000,000 showing, as of the Closing Date, the street address and county (or other relevant jurisdiction or state) thereof.
(c) No portion of any Real Property has suffered any material damage by fire or other casualty loss that has not heretofore been completely repaired and restored to its original condition other than those that would not reasonably be expected to have a Material Adverse Effect. As of the Closing Date, no portion of any Mortgaged Property is located in a special flood hazard area as designated by any federal Governmental Authority other than those for which flood insurance has been provided in accordance with Section 4.02(a)(iii).
(d) Except as would not reasonably be expected to have a Material Adverse Effect, (i) each Loan Party has obtained and holds all Permits required in respect of all Real Property and for any other property otherwise operated by or on behalf of, or for the benefit of, such person and for the operation of each of its businesses as presently conducted and as proposed to be conducted, (ii) all such Permits are in full force and effect, and each Loan Party has performed and observed all requirements of such Permits, (iii) no event has occurred that allows or results in, or after notice or lapse of time would allow or result in, revocation or termination by the issuer thereof or in any other impairment of the rights of the holder of any such Permit, (iv) no such Permits contain any restrictions, either individually or in the aggregate, that are materially burdensome to any Loan Party, or to the operation of any of its businesses or any property owned, leased or otherwise operated by such person, (v) each Loan Party reasonably believes that each of its Permits will be timely renewed and complied with, without material expense, and that any additional Permits that may be required of such Person will be timely obtained and complied with, without material expense and (vi) the Borrower has no knowledge or reason to believe that any Governmental Authority is considering limiting, suspending, revoking or renewing on materially burdensome terms any such Permit.
(e) None of the Borrower or any of its Subsidiaries has received any notice, or has any knowledge, of any pending, threatened or contemplated condemnation proceeding affecting any Real Property or any part thereof, except those that would not reasonably be expected to have a Material Adverse Effect.
(f) Each of the Loan Parties, and, to the knowledge of the Borrower, each other party thereto, has complied with all obligations under all leases of Real Property to which it is a party other than those the failure with which to comply would not reasonably be expected to have a Material Adverse Effect and all such leases are legal, valid, binding and in full force and effect and are enforceable in accordance with their terms other than those the failure of which to so comply with the foregoing would not reasonably be expected to have a Material Adverse Effect. No landlord Lien has been filed, and, to the knowledge of the Borrower, no claim is being asserted, with respect to any lease payment under any lease of Real Property other than those that would not reasonably be expected to have a Material Adverse Effect.
(g) There are no pending or, to the knowledge of the Borrower, proposed special or other assessments for public improvements or otherwise affecting any material portion of the owned Real Property, nor are there any contemplated improvements to such owned Real Property that may result in such special or other assessments, other than those that would not reasonably be expected to have a Material Adverse Effect.
SALE OF THE PREMISES In the event the Property is marketed to be sold by the Owner during the Term of this Agreement, the Agent: (check one)
The Property The Landlord agrees to lease the described property below to the Tenant: (enter the property information) Mailing Address: [PROPERTY MAILING ADDRESS] Residence Type: ☐ Apartment ☐ House ☐ Condo ☐ Other: [OTHER] Bedroom(s): [# OF BEDROOMS] Bathroom(s): [# OF BATHROOMS] The aforementioned property shall be leased wholly by the Tenant (“Premises”).
DESCRIPTION OF THE PROPERTY 13.1 The Property as referred to in the Proclamation of Sale shall be deemed to have been correctly and sufficiently described.
13.2 All intended bidders including the Purchaser shall be deemed to have sought independent legal advice, made necessary enquiries, searches and inspection of the Property and is satisfied with the identity, description, state and condition of the Property.
13.3 In the event of any error, misstatement, omission and/or misdescription of any kind relating to the Property in the Proclamation of Sale or any other documents, such error, misstatement, omission and/or misdescription shall not in any manner annul the sale, nor shall there be any adjustment of the Purchase Price nor shall compensation be allowed nor shall the Bank be open to any liability of any form.
13.4 If the land or floor area of the property is found to exceed that as described and additional payment is imposed for the excess area by the Developer and/or relevant authorities, then such additional payment shall be solely and absolutely borne and paid by the Purchaser
13.5 If the land or floor area of the property is found to be less that as described, any claim for the reduced area shall be undertaken solely by the Purchaser against the Developer and/or such party and neither the Assignee/ Bank , the Assignee/ Bank’s solicitors nor the Auctioneer shall in any way responsible or liable for such claim. The auction sale herein shall not be annulled and there shall not be any adjustment of the Purchase Price as a result of such shortfall in the area of the Property.
Operation of the Property Between June 1, 1998 and the Closing Date, Seller shall (a) lease, operate, manage and enter into contracts with respect to the Property, in the same manner done by Seller prior to the date hereof (provided, however, that without the prior consent of Purchaser, which as to (i) and (ii) shall not be unreasonably delayed, conditioned or withheld, (i) Seller shall not enter into any Service Contract that cannot be terminated with thirty (30) days notice or materially modify any existing Service Contracts to be assumed by Purchaser at Closing, and (ii) after June 1, 1998, Seller shall not materially modify or terminate any existing Tenant Lease or grant any material consents under any existing Tenant Lease (except as otherwise required pursuant to the terms and conditions of such Tenant Lease), or enter into any new Tenant Lease, and (iii) Seller shall not apply any then unapplied Deposits (as reflected on the Rent Roll delivered by Seller to Purchaser pursuant to Schedule 5.3(vii) hereof) under Tenant Leases); and (b) advise Purchaser of the commencement of any litigation, condemnation or other judicial or administrative proceedings affecting the Property of which Seller has current actual knowledge. Notwithstanding anything to the contrary set forth in this Contract, Purchaser acknowledges that after June 1, 1998 and prior to Closing, Seller will enter into contracts for the completion of Tenant improvements under Tenant Leases entered into after June 1, 1998 pursuant to the terms of Section 12.1 hereof (collectively, the "Tenant Finish Contracts"). Purchaser and Seller agree that at Closing, Purchaser shall assume the obligations of Seller under all such Tenant Finish Contracts including, without limitation, the obligations to pay any costs and expenses charged with respect to construction of improvements in the space subject to such Tenant Leases. At Closing, Purchaser shall execute and deliver to the Seller an Assignment, Assumption and Indemnity Agreement in the form attached hereto as Exhibit H and made a part hereof for all purposes.
RISK OF THE PROPERTY As from the time of the sale, the Property shall be at the sole risk of the Purchaser as regards to loss or damage of whatsoever nature or howsoever occurring including by fire or other accidents, state of cultivation, non-occupation or otherwise.
Maintenance of the Property Neither Broker nor Brokerage Firm is responsible for maintenance of the 324 Property nor are they liable for damage of any kind occurring to the Property, unless such damage is caused by their negligence or 325 intentional misconduct.
