Xxxx Plaza Obligations Sample Clauses

Xxxx Plaza Obligations. Prior to the Closing Date, Seller shall cause the following to be performed at the Property identified on Exhibit B as Xxxx Plaza: (a) certain vapor testing, as set forth on Exhibit X-1 attached hereto (the “Vapor Testing”); (b) if and to the extent recommended by Seller’s environmental engineer or consultant or if reasonably required by Purchaser’s environmental consultant as a result of the Vapor Testing, installation of a sub-slab vapor mitigation system beneath the Applicable Premises (as defined in Exhibit X-1) (the installation of any such vapor mitigation system and a re-testing of ambient indoor air to confirm adequacy of mitigation system after installation, the “Vapor Remediation Work”); (c) certain lead and asbestos testing with respect to the premises occupied by A Child’s World, as set forth on Exhibit X-2 (the “ACM/Lead Testing” and, together with the Vapor Testing, the “Xxxx Plaza Testing”); and (d) such remediation work with respect to the premises occupied by A Child’s World as Purchaser’s environmental consultant may reasonably recommend as a result of the ACM/Lead Testing (any such remediation work, the “ACM/Lead Remediation Work” and, together with any required Vapor Remediation Work, the “Xxxx Plaza Remediation Work”). The Xxxx Plaza Testing shall be performed by a qualified environmental engineer or consultant engaged by Seller, with the Vapor Testing and any required Vapor Remediation Work being performed at Seller’s sole cost and expense, and the ACM/Lead Testing and any required ACM/Lead Remediation Work being performed at Purchaser’s sole cost and expense. In the event Seller shall actually incur any third party out of pocket costs or suffer any actual losses as a result of the performance of any ACM/Lead Remediation Work in the applicable tenant premises, including without limitation, any rent abatements, credits, or offsets claimed by the applicable tenant (but excluding any losses resulting from Seller’s gross negligence) (any such costs or losses, the “ACM/Lead Collateral Remediation Costs”) , then, in addition to paying the direct costs of performing such ACM/Lead Remediation Work, Purchaser shall reimburse Seller for any such ACM/Lead Collateral Remediation Costs, up to One Hundred Thousand Dollars ($100,000). Purchaser’s obligations hereunder with respect to the costs of the ACM/Lead Testing and the ACM/Lead Remediation Work and the ACM/Lead Collateral Remediation Costs shall survive the termination of this Agreement. Selle...
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Related to Xxxx Plaza Obligations

  • Specific Obligations Without limiting the generality of Section 3.1 or the requirements of any other provision of this Agreement, Contractor shall:

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not:

  • Limited Obligations This Agreement does not create any obligation of the Securities Intermediary except for those expressly set forth in this Agreement. The Securities Intermediary may conclusively rely and shall be fully protected in acting or refraining from acting upon notices and communications it believes to be genuine and given by the appropriate party. Except for permitting a withdrawal, delivery or payment in violation of Article III, the Securities Intermediary shall not be liable to the Secured Party, the Servicer or the Issuer for any error of judgment made in good faith and in accordance with this Agreement, nor shall it otherwise be liable under this Agreement except as a result of its own willful misconduct, bad faith or negligence.

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • ERISA Obligations All Employee Plans of the Borrower meet the minimum funding standards of Section 302 of ERISA and 412 of the Internal Revenue Code where applicable, and each such Employee Plan that is intended to be qualified within the meaning of Section 401 of the Internal Revenue Code of 1986 is qualified. No withdrawal liability has been incurred under any such Employee Plans and no “Reportable Event” or “Prohibited Transaction” (as such terms are defined in ERISA), has occurred with respect to any such Employee Plans, unless approved by the appropriate governmental agencies. The Borrower has promptly paid and discharged all obligations and liabilities arising under the Employee Retirement Income Security Act of 1974 (“ERISA”) of a character which if unpaid or unperformed might result in the imposition of a Lien against any of its properties or assets.

  • Partnership Obligations (a) Except as provided in this Section 6.05 and elsewhere in this Agreement (including the provisions of Articles V and VI hereof regarding distributions, payments and allocations to which it may be entitled), the General Partner shall not be compensated for its services as general partner of the Partnership.

  • Development Obligations You agree to do each of the following:

  • Existing Obligations The terms of the Award Agreement shall not in any way (a) limit your obligations pursuant to any other agreements with the Corporation or any of its Affiliates or other corporate plans or policies applicable to you; or (b) limit the Corporation’s or your Employer’s rights to exercise any remedies it may have under Applicable Laws or under the terms of such other agreements, plans or policies.

  • Excluded Swap Obligations (a) Notwithstanding any provision of this Agreement or any other Loan Document, no Guarantee by any Loan Party under any Loan Document shall include a Guarantee of any Excluded Swap Obligation and no Collateral provided by any Loan Party shall secure any Excluded Swap Obligation. In the event that any payment is made by, or any collection is realized from, any Loan Party for which there are Excluded Swap Obligations, or from any Collateral provided by such Loan Party, the proceeds thereof shall be applied to pay the Obligations of such Loan Party on a ratable basis determined without giving effect to such Excluded Swap Obligations and each reference in this Agreement or any other Loan Document to the ratable application of such amounts as among the Obligations or any specified portion of the Obligations that would otherwise include such Excluded Swap Obligations shall be deemed so to provide.

  • Retained Obligations Buyer does not assume or agree to discharge or perform and will not be deemed by reason of the execution and delivery of this Agreement or any agreement, instrument or document delivered pursuant to or in connection with this Agreement or otherwise by reason of the consummation of the transactions contemplated hereby, to have assumed or to have agreed to discharge or perform, any liabilities, obligations or commitments of Seller of any nature whatsoever whether accrued, absolute, contingent or otherwise and whether or not disclosed to Buyer, other than the Assumed Obligations (the "Retained Obligations").

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