Owned Hotels definition
Examples of Owned Hotels in a sentence
The Purchaser will promptly provide the Selling Parties with a complete list that identifies any additional records and information concerning the Properties, the LodgeWorks Property, and the Third Party Owned Hotels in the Selling Parties’ possession or control that the Purchaser has not been previously provided.
All accounts receivable of each of the ▇▇▇▇ II Entities and the Owned Hotels that are reflected on the balance sheet which is part of the ▇▇▇▇ II Entities Financial Statements or on the accounting records of each of the ▇▇▇▇ II Entities as of the Closing Date (collectively, the "Accounts Receivable") represent or will represent valid obligations arising from sales actually made or services actually performed in the ordinary course of business.
Except as disclosed in Section 3.24(a) of the Company Disclosure Schedules, none of the Owned Hotels or Leased Properties is subject to any governmental decree or order to be sold nor is being condemned, expropriated or otherwise taken by any public authority with or without payment of compensation therefor, nor, to the Knowledge of the Company, has any such condemnation, expropriation or taking been proposed.
The Company has made available to Parent legal descriptions of each material parcel of real property (including each of the Owned Hotels) currently owned by the Company or any of its Subsidiaries (collectively, the "OWNED REAL PROPERTIES"; the Owned Real Properties together with the Leased Properties (defined below), collectively, the "PROPERTIES").
Except as disclosed in Section 3.24(a) of the Company Disclosure Schedules, none of the Owned Hotels or Leased Properties is subject to any governmental decree or order to be sold nor is being condemned, expropriated or otherwise taken by any public authority with or without payment of compensation therefor, nor, to the knowledge of the Company, has any such condemnation, expropriation or taking been proposed.
The buildings, equipment, furnishings and fixtures of the Owned Hotels are sufficient for the continued conduct of the Owned Hotels' businesses after the closing of the Transactions in substantially the same manner as conducted prior to the closing of the Transactions.
Hilton hereby agrees that the Owned Hotels shall use the VOD Services, at the earliest reasonably practicable date with respect to each such Owned Hotel, and LodgeNet hereby agrees to provide the VOD Services and install and distribute the LodgeNet Equipment to the Owned Hotels.
The Company, either directly or through one or more of the Guarantors, has full right and title in and to the Owned Hotels, free and clear of any Lien, security interest, pledge, mortgage, adverse claim or right, charge or encumbrance other than as noted on Schedule III as of the date hereof.
Neither the Company nor any of its Subsidiaries has made any agreement which (i) prohibits or restricts the pledging or creation of liens upon the Owned Hotels or (ii) creates a lien on the Owned Hotels (other than those agreements granting the Liens noted on Schedule III).
No ▇▇▇▇ II Entity shall make any capital expenditures or commitments therefor, in excess of $25,000 for any single item or $75,000 in the aggregate for additions to property, plant or equipment, or agree to make any such expenditures or commitments, except pursuant to existing expenditure or commitment programs in a manner consistent with the performance of such programs to date, and except in the case of an unforeseen emergency or as may be required by any franchiser of the Owned Hotels.