Vacating the Closing Locations Sample Clauses

Vacating the Closing Locations. Agent shall vacate each of the Closing Locations no later than the Sale Termination Date and (ii) provide Merchant with not less than five (5) days’ advance written notice of its intention to vacate any Closing Location (as to each, the “Vacate Date”). On the Vacate Date, Agent shall vacate the applicable Closing Location in favor of Merchant or its representatives or assignee, remove all Remaining Merchandise and leave the Closing Location in “broom clean” condition (ordinary wear and tear excepted), subject to the right to abandon, neatly in place, any unsold FF&E. All assets of Merchant used by Agent in the conduct of the Sale and that have not been sold to Purchaser pursuant to the Purchase Agreement shall be returned by Agent to Merchant or left at the Closing Locations to the extent same have not been used in the conduct of the Sale or have not been otherwise disposed of through no fault of the Agent. Where reference is made in this Section 6 to vacating the Closing Locations, such shall mean vacating the Closing Locations, in favor of Merchant, its representatives or assignee and shall not mean vacating possession or disclaimer of lease in favor of the landlord or owner of the Closing Location premises or a waiver of Purchaser’s “Designation Rights” with regard to such Closing Location under the Purchase Agreement. Agent agrees that it shall be obligated to repair any damage caused by Agent (or any representative, agent or licensee thereof) to any Closing Location during the Sale Term, ordinary wear and tear excepted.
Sample 1
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Vacating the Closing Locations. On the Sale Termination Date, Agent shall leave the Closing Locations in “broom clean” condition (ordinary wear and tear excepted). Agent shall vacate the Closing Locations on or before the Sale Termination Date, as provided for herein, at which time Agent shall surrender and deliver the Closing Location premises and Closing Location keys to Merchant. Agent’s obligations to pay all Expenses, including Occupancy Expenses, for each Closing Location shall continue until the Sale Termination Date for each such Closing Location. All assets of Merchant used by Agent in the conduct of the Sale (e.g. FF&E, supplies, etc.) shall be returned by Agent to Merchant or left at the Closing Locations premises at the end of the Sale Term to the extent the same have not been used in the conduct of the Sale or have not been otherwise disposed of through no fault of Agent; provided, however, Agent shall remove all unsold Merchandise at the end of the Sale Term at each of the Closing Locations. Agent shall be responsible for all Occupancy Expenses (irrespective of any per diem cap on Occupancy Expenses) for a Closing Location for which Merchant is or becomes obligated resulting from Agent’s failure to vacate such Closing Location in a timely manner.
Sample 1
Vacating the Closing Locations. Subject to the terms of Section 5.1 hereof, Agent shall provide Merchant with not less than ten (10) days' advance written notice of its intention to terminate the Sale and vacate a Closing Location (the "Vacate Date"). On a Vacate Date, Agent shall vacate the Closing Location, remove all Remaining Merchandise and leave the Closing Location in "broom clean" condition (ordinary wear and tear excepted). Agent shall be obligated to pay all Expenses for each Closing Location until such Closing Location is vacated. All assets of Merchant used by Agent in the conduct of the Sale (e.g., FF&E, supplies) shall be returned by Agent to Merchant or left at the Closing Location's premises at the end of the Sale Term to the extent the same have not been used in the conduct of the Sale or have not been otherwise disposed of through no fault of Agent. Where reference is made in this Section 5 to vacating the Closing Locations, subject to the provisions of Section 15 hereof, such shall mean vacating the Closing Location in favor of Merchant, its representatives or assignee and shall not mean vacating possession or disclaimer of lease in favor of the landlord or owner of the Closing Location premises.
Sample 1

Related to Vacating the Closing Locations

  • Termination Prior to Closing This Agreement may be terminated at any time prior to the Closing:

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • Conduct Pending the Closing Acquirer, Target and the Shareholder covenant that between the date of this Agreement and the Closing as to each of them:

  • Prior Locations (a) Set forth in Schedule 3(a) is the information required by Schedule 2(a), Schedule 2(b) or Schedule 2(c) with respect to each location or place of business previously maintained by each Company at any time during the past four months.

  • Operations Prior to Closing Between the date of the execution of this Agreement and Closing:

  • Conditions to the Closing On or before the Closing Date, the Trust Depositor shall deliver or cause to be delivered the following documents to the Owner Trustee and the Indenture Trustee:

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • Following the Closing Seller shall permit Buyer and its representatives (including, without limitation, their counsel and auditors), during normal business hours, to have reasonable access to, and examine and make copies of, all books and records of Seller and its Affiliates relating to the Hospital, which books and records, are retained by Seller and which relate to transactions or events contemplated by this Agreement occurring prior to the Closing, to the maximum extent permitted by law. For a period of three (3) years after the Closing, Seller agrees that, prior to the destruction or disposition of any such books or records, Seller shall provide not less than forty-five (45) days', nor more than ninety (90) days' prior written notice to Buyer of such proposed destruction or disposal. If Buyer desires to obtain any such documents, it may do so by notifying Seller in writing at any time prior to the date scheduled for such destruction or disposal. In such event, Seller shall not destroy such documents and the parties shall then promptly arrange for the delivery of such documents to Buyer, its successors or assigns. All out-of-pocket costs associated with the delivery of the requested documents shall be paid by Buyer.

  • Cooperation Following the Closing Following the Closing, each Party shall deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof.

  • COVENANTS PRIOR TO CLOSING 37 7.1 Access and Cooperation; Due Diligence...........................37 7.2 Conduct of Business Pending Closing.............................38 7.3

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