Examples of MPT Parties in a sentence
In addition, Steward is responsible for, and shall pay to MPT Parties or the applicable third parties upon demand, the costs of all surveys, inspections, title policies, environmental and other third party reports required by MPT Parties, recording fees, transfer taxes, lease taxes, and all other expenses incurred in the transactions contemplated hereby and thereby.
Without limiting the generality of the foregoing, in the event that both Steward Parties and MPT Parties incur Losses arising out of or relating to a matter for which the Equityholders are required to pay any amount to any Steward Party pursuant to the Merger Agreement, MPT Parties shall be entitled to recover such Losses first to the extent of MPT Parties’ Losses, with Steward Parties receiving such payments only after MPT Parties has recovered all of its respective Losses.
In the performance of Steward’s duties and obligations hereunder, Steward shall be authorized and permitted to correspond and transact with the MPT Parties’ Representative on behalf of all the MPT Parties and shall be entitled to rely upon any document or instrument executed and delivered by the MPT Parties’ Representative.
The Parties hereto agree not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches of this Agreement by Steward, on the one hand, and to prevent or restrain breaches of this Agreement by the MPT Parties, on the other hand, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the Parties under this Agreement.
For the avoidance of doubt, MPT Parties may submit to Steward after the Closing copies of additional invoices relating to costs and expenses, and Steward shall reimburse MPT Parties within ten (10) days after receipt thereof.
Steward shall use commercially reasonable efforts to obtain and provide to MPT Parties Tenant Estoppels from the lessees or tenants of (a) all Tenant Leases with annual rental payments in excess of One Million and No/100 Dollars ($1,000,000), if any, and (b) all Tenant Leases described on the attached Schedule 10.2 , in each case no later than the date that is thirty (30) days after the Closing Date.
Subject to Section 9.3 hereof, Steward is responsible for, and shall pay or reimburse to MPT Parties upon demand for, all reasonable expenses (including but not limited to legal, accounting, brokerage and other fees and expenses) which may be incurred by MPT Parties or its Affiliates with respect to this Agreement, the Merger Agreement, the Purchase Agreement, the other Transaction Documents and the transactions contemplated hereby and thereby.
The closing conditions in Sections 6.1 and 6.2 of the Purchase Agreement shall have been satisfied by the applicable IASIS Seller Parties and their Affiliates or waived by the MPT Parties, as applicable, and the closing of the transactions contemplated by the Purchase Agreement shall have occurred or will occur assuming the Acquisition Loan is funded.
No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission from Steward in connection with the transactions contemplated in this Agreement, the Merger Agreement or the Purchase Agreement based upon arrangements made by or on behalf of any of the MPT Parties or any of their respective Affiliates.
Steward acknowledges and agrees that the MPT Parties shall only be obligated to pay the “Reverse Termination Fee” as defined in and strictly in accordance with Section 7.2 of the Purchase Agreement.