Common use of Title Pending Governmental Approvals Clause in Contracts

Title Pending Governmental Approvals. Until all of the governmental approvals provided for in this Section 5.4 have been obtained by ASSIGNEE, the following shall occur with respect to the affected Property: (i) ASSIGNOR shall continue to hold record title to the affected Leases and other affected Property as nominee for ASSIGNEE; (ii) ASSIGNEE shall assume responsibility for all of ASSIGNEE's Assumed Obligations with respect to the affected Leases and other affected Property as if ASSIGNEE were the record owner of such Leases and other Property as of the Effective Date, and shall indemnify ASSIGNOR with respect to all Claims arising in connection with the ownership or operation of such Leases and other Property, as provided in Section 8.3. (iii) ASSIGNOR shall act as ASSIGNEE's nominee but shall be authorized to act only upon and in accordance with ASSIGNEE's specific written instructions, and ASSIGNOR shall have no authority, responsibility or discretion to perform any tasks or functions with respect to the affected Leases and other affected Property other than those which are purely administrative or ministerial in nature, unless otherwise specifically requested and authorized by ASSIGNEE in writing; (iv) ASSIGNEE shall obtain and continue to maintain and provide at its cost the insurance coverages with minimum limits of liability as set forth in Section 6.2.5 of this Agreement; and (v) If ASSIGNOR continues to operate the affected Leases and other affected Property pending such approval, ASSIGNOR and ASSIGNEE will have the rights and obligations with respect to the operation of such Leases and other Property set forth in Article 10.

Title Pending Governmental Approvals. Until From and after the Closing, until all of the governmental approvals provided for in this Section 5.4 6.4.3 have been obtained by ASSIGNEEASSIGNEE with respect to any portion of the Property, the following shall occur with respect to such portion of the affected Property: (i) ASSIGNOR shall continue to hold record title to the affected Leases and other affected portion of the Property as nominee for ASSIGNEE; (ii) Except as otherwise specifically provided in this Agreement, ASSIGNEE shall assume responsibility for all of ASSIGNEE's ’s Assumed Obligations with respect to the affected Leases and other affected portion of the Property as if ASSIGNEE were the record owner of such Leases and other portion of the Property as of the Effective Date, and shall indemnify INDEMNIFY ASSIGNOR with respect to all Claims arising in connection with the ownership or operation of such Leases and other Property, as provided in Section 8.3.; (iii) ASSIGNOR shall act as ASSIGNEE's ’s nominee but shall be authorized to act only upon and in accordance with ASSIGNEE's ’s specific written instructions, and ASSIGNOR shall have no authority, responsibility or discretion to perform any tasks or functions with respect to the affected Leases and other affected portion of the Property other than those which are purely administrative or ministerial in nature, unless otherwise specifically (A) requested and authorized by ASSIGNEE in writing and agreed to by ASSIGNOR in writing or (B) directed by ASSIGNOR in writing; (iv) ASSIGNEE shall obtain and continue to maintain and provide at its cost the insurance coverages with minimum limits of liability as set forth in Section 6.2.5 of this Agreement; and (v) If ASSIGNOR continues to operate the affected Leases and other affected portion of the Property pending such approval, ASSIGNOR and ASSIGNEE will have the rights and obligations with respect to the operation of such Leases and other Property set forth in Article 10the Transition Services Agreement.

Title Pending Governmental Approvals. Until From and after the Closing, until all of the governmental approvals provided for in this Section 5.4 6.4.3 have been obtained by ASSIGNEEASSIGNEE with respect to any portion of the Property, the following shall occur with respect to such portion of the affected Property: (i) ASSIGNOR shall continue to hold record title to the affected Leases and other affected portion of the Property as nominee for ASSIGNEE; (ii) Except as otherwise specifically provided in this Agreement, ASSIGNEE shall assume responsibility for all of ASSIGNEE's ’s Assumed Obligations with respect to the affected Leases and other affected portion of the Property as if ASSIGNEE were the record owner of such Leases and other portion of the Property as of the Effective Date, and shall indemnify INDEMNIFY ASSIGNOR with respect to all Claims arising in connection with the ownership or operation of such Leases and other Property, as provided in Section 8.3.; (iii) ASSIGNOR shall act as ASSIGNEE's ’s nominee but shall be authorized to act only upon and in accordance with ASSIGNEE's ’s specific written instructions, and ASSIGNOR shall have no authority, responsibility or discretion to perform any tasks or functions with respect to the affected Leases and other affected portion of the Property other than those which are purely administrative or ministerial in nature, unless otherwise specifically (A) requested and authorized by ASSIGNEE in writing; (iv) ASSIGNEE shall obtain writing and continue agreed to maintain and provide at its cost the insurance coverages with minimum limits of liability as set forth by ASSIGNOR in Section 6.2.5 of this Agreement; and (v) If ASSIGNOR continues to operate the affected Leases and other affected Property pending such approval, ASSIGNOR and ASSIGNEE will have the rights and obligations with respect to the operation of such Leases and other Property set forth in Article 10.writing or

Title Pending Governmental Approvals. Until all of the governmental approvals provided for in this Section 5.4 6.4.3 have been obtained by ASSIGNEEPURCHASER, the following shall occur with respect to the affected Property: (i) ASSIGNOR SELLER shall continue to hold record title to the affected Leases and other affected Property as nominee for ASSIGNEEPURCHASER; (ii) ASSIGNEE PURCHASER shall assume responsibility for all of ASSIGNEE's PURCHASER'S Assumed Obligations with respect to the affected Leases and other affected Property as if ASSIGNEE PURCHASER were the record owner of such Leases and other Property as of the Effective Date, and shall indemnify ASSIGNOR SELLER with respect to all Claims arising in connection with the ownership or operation of such Leases and other Property, as provided in Section 8.3.; (iii) ASSIGNOR SELLER shall act as ASSIGNEE's PURCHASER'S nominee but shall be authorized to act only upon and in accordance with ASSIGNEE's PURCHASER'S specific written instructions, and ASSIGNOR SELLER shall have no authority, responsibility or discretion to perform any tasks or functions with respect to the affected Leases and other affected Property other than those which are purely administrative or ministerial in nature, unless otherwise specifically requested and authorized by ASSIGNEE PURCHASER in writing;; and (iv) ASSIGNEE shall obtain and continue to maintain and provide at its cost the insurance coverages with minimum limits of liability as set forth in Section 6.2.5 of this Agreement; and (v) If ASSIGNOR SELLER continues to operate the affected Leases and other affected Property pending such approval, ASSIGNOR SELLER and ASSIGNEE PURCHASER will have the rights and obligations with respect to the operation of such Leases and other Property set forth in Article 10.

Title Pending Governmental Approvals. Until all of the governmental approvals provided for in this Section 5.4 6.4.3 have been obtained by ASSIGNEE, the following shall occur with respect to the affected portion of the Property: (i) ASSIGNOR shall continue to hold record title to the affected Leases and other affected portion of the Property as nominee for ASSIGNEE; (ii) ASSIGNEE shall assume responsibility for all of ASSIGNEE's Assumed Obligations with respect to the affected Leases and other affected portion of the Property as if ASSIGNEE were the record owner of such Leases and other portion of the Property as of the Effective Date, and shall indemnify ASSIGNOR with respect to all Claims arising in connection with the ownership or operation of such Leases and other Property, as provided in Section 8.3. (iii) ASSIGNOR shall act as ASSIGNEE's nominee but shall be authorized to act only upon and in accordance with ASSIGNEE's specific written instructions, and ASSIGNOR shall have no authority, responsibility or discretion to perform any tasks or functions with respect to the affected Leases and other affected portion of the Property other than those which are purely administrative or ministerial in nature, unless otherwise specifically requested and authorized by ASSIGNEE in writing; (iv) ASSIGNEE shall obtain and continue to maintain and provide at its cost the insurance coverages with minimum limits of liability as set forth in Section 6.2.5 of this Agreement; and (v) If ASSIGNOR continues to operate the affected Leases and other affected portion of the Property pending such approval, ASSIGNOR and ASSIGNEE will have the rights and obligations with respect to the operation of such Leases and other Property set forth in Article 10.