Dropped Property definition
Examples of Dropped Property in a sentence
Investcorp shall have until the fifth Business Day prior to the Closing Date to waive the problem, breach, misrepresentation or condition that gave rise to Transferor’s delivery of the Dropped Property Notice.
If Buyer discovers a Tenant listed on Exhibit A has been released from liability under its Lease at any time before the Closing Date, Buyer shall have the right to remove the Property from this Agreement, and have no further obligation to close on that Property, without it counting as a Dropped Property.
If Prudential elects to drop a Company Property (such Company Property, a “Dropped Property”), it shall receive a credit against the Specified Assets Purchase Price in an amount equal to (x) the Allocated Value for such Dropped Property minus (y) the Prudential Percentage of all of the Eligible Remediation Costs for such Dropped Property.
In such event, the provisions of this Agreement shall continue in full force and effect with respect to all Property other than the Dropped Property, except that the Asset Management Fee shall be reduced proportionately in an amount reasonably determined by the Company to be allocable to any Dropped Property.
If Investcorp so elects to waive, the Property shall not be deemed a Dropped Asset and Investcorp shall be deemed to have waived any right to an adjustment, reduction in Agreed Value, or other damages, compensation or indemnification with respect to the problem, breach, misrepresentation or condition that gave rise to such Dropped Property Notice.
Notwithstanding anything in this Agreement to the contrary, if an End of Term Event occurs with respect to some, but not all, of the Properties, or an individual Property is otherwise no longer owned (directly or indirectly) by the Company or a Subsidiary of the Company (individually and/or collectively, a “Dropped Property”), then this Agreement shall automatically terminate solely with respect to such Dropped Property.
If Seller agrees to drop the affected Property pursuant to the terms of this Section 8.3 (such Property, a “Dropped Property”), (i) the defined term “Properties” shall mean the properties described on Exhibit A other than the Dropped Property, (ii) the Purchase Price shall be reduced by the amount allocated to the Dropped Property pursuant to Section 7.8, and (iii) except as modified by this Section 8.3, the terms and provisions of the Agreement shall remain unmodified and in full force and effect.