Lease Assignment and Assumption Agreements definition

Lease Assignment and Assumption Agreements means the Lease Assignment and Assumption Agreements for the assumed Leases and Purchased Leased Real Property, in a form to be mutually agreed among the Parties.

Lease Assignment and Assumption Agreements means, collectively the Lease Assignment and Assumption Agreements, dated as of the date hereof, by and between Crumbs, Inc. and, separately, each of (i) Crumbs Xxxxxxx Hills, LLC, (ii) Crumbs 42nd Street II, LLC, (iii) Crumbs Larchmont, LLC, (iv) Crumbs Downtown II, LLC and (v) Crumbs Wall Street, LLC and the Guaranty Agreements, dated as of the date hereof, by and between Crumbs Holdings, LLC and, separately, each of (i) One Ten West Fortieth Associates, (ii) Larchmont Properties Ltd., (iii) MacArthur Properties LLC, (iv) Uniway Partners, LP, and (v) 000 Xxxx 00xx Xxxxxx Associates.

Lease Assignment and Assumption Agreements has the meaning set forth in Section 2.5(a)(iii). “Liability” means any liability or obligation of whatever kind or nature (whether known or unknown, whether asserted or unasserted, whether absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated and whether due or to become due) regardless of when arising. “Lien” means any mortgage, pledge, lien, charge, Claim, security interest, option, right of first refusal, easement, security agreement or other encumbrance or restriction on the use or transfer of any property; provided, however, that “Lien” shall not be deemed to include any license of Intellectual Property. “Loss” has the meaning set forth in Section 2.10(a). “Malware Attack” means an unauthorized intrusion into any of Sellers’ computer systems occurring after January 22, 2020, for purposes of interfering with Sellers’ access to the information on such computer systems. “Material Adverse Effect” means any effect or change that has a material adverse effect on the condition of the Acquired Assets or the Business, taken as a whole, other than any effects or changes arising from or related to, (a) general business or economic conditions in any of the geographical areas in which the Stores operate, (b) any condition or occurrence affecting retail grocery generally, (c) national or international political or social conditions, including the engagement by any country in hostilities, whether commenced before or after the date hereof and whether or not pursuant to the declaration of a national emergency or war, or the occurrence of any military or terrorist attack, (d) financial, banking, or securities markets (including any disruption thereof or any decline in the price of securities generally or any market or index), (e) the occurrence of any act of God or other calamity or force majeure events (whether or not declared as such), including any natural disaster, fire, flood, hurricane, tornado, or other weather event, (f) changes in Law or accounting rules, (g) the taking of any action contemplated by this Agreement or any Related Agreement or taken with the consent of the other Party, (h) any effects or changes as a result of the announcement or pendency of this Agreement, (i) any filing or motion made under sections 1113 or 1114 of the Bankruptcy Code, (j) the sale of the Excluded Assets to any third parties by any Seller or any of its Affiliates, (k) any effects or changes arising from or related to the breach of the Agreem...

Examples of Lease Assignment and Assumption Agreements in a sentence

• Notwithstanding any other provision of this Agreement, Buyer's assumption of any liabilities or obligations of Seller with respect to any lease or leasehold interest (the "Assumed Leases") shall be subject to the terms of the Lease Assignment and Assumption Agreements to be delivered pursuant to Sections 2.2(i) and 2.3(e) of the Agreement.

• The Parties shall negotiate in good faith, prior to the Closing, the terms of the General Assignments and Bills of Sales, the Lease Assignment and Assumption Agreements and each other document, agreement or instrument executed and delivered in connection herewith or therewith, and in each case such terms shall be in a form (a) customary for transactions of the type contemplated by this Agreement and (b) reasonably satisfactory to the Company and Purchaser, in their respective discretion.

• Notwithstanding any other provision of this Agreement, Buyer's assumption of any liabilities or obligations of any Seller with respect to any lease or leasehold interest (the "Assumed Leases") shall be subject to the terms of the Lease Assignment and Assumption Agreements to be delivered pursuant to Sections 2.2(g) and 2.3(b) of the Agreement.

• The Buyer shall have duly executed and delivered to the Seller duly executed versions of (i) the Assignment and Assumption Agreement, (ii) the Intellectual Property Assignments, (iii) the Lease Assignment and Assumption Agreements and (iv) the Warranty Deeds.

• The Seller shall have delivered or shall have caused to be delivered to the Buyer duly executed versions of (i) the Xxxx of Sale, (ii) the Assignment and Assumption Agreement, (iii) the Intellectual Property Assignments, (iv) the Lease Assignment and Assumption Agreements and (v) the Warranty Deeds.

More Definitions of Lease Assignment and Assumption Agreements

Lease Assignment and Assumption Agreements means the lease assignment and assumption agreements in respect of each of the Leases substantially in the form attached hereto as Exhibit 9.1(d)(vi);

Lease Assignment and Assumption Agreements means those three (3) Lease Assignment, Assumption and Release Agreements to be executed and delivered by SCN and the other parties thereto at Closing, the forms of which are attached hereto as composite Exhibit 7(a)(v).

Lease Assignment and Assumption Agreements means the Lease Assignment and Assumption Agreements for the Assumed Leases owned by the Sellers or any of their Subsidiaries, substantially in the form attached hereto as Exhibit E.

Lease Assignment and Assumption Agreements has the meaning set forth in Section 8.1(e).

Lease Assignment and Assumption Agreements is hereby amended and restated in its entirety as follows:

Lease Assignment and Assumption Agreements means the Lease Assignment and Assumption Agreements for the assumed Leases, Purchased Leased Real Property, and oil and/or gas leases and xxxxx listed on Schedule 2.1(b)(xvi), in each case, mutually acceptable to Purchaser and the Company, in substantially the form attached hereto as Exhibit C.”

Lease Assignment and Assumption Agreements means those certain agreements dated as of the Closing Date among Transferors and GHI substantially in the form of Exhibit G hereto.