Permitted Exception means (a) liens for Taxes and other governmental charges and assessments which are not yet due and payable, (b) liens of landlords and liens of carriers, warehousemen, mechanics and materialmen and other like liens arising in the ordinary course of business for sums not yet due and payable, (c) other liens or imperfections on property which are not material in amount or do not materially detract from the value or the existing use of the property affected by such lien or imperfection, (d) such statements of fact and exceptions shown on any title insurance policies delivered to Global.
Good cause exception means the issuance of a fingerprint
Title Defects has the meaning set forth in Section 5.15(b).
Title Objection shall have the meaning assigned thereto in Section 8.5.
Title Defect as used herein shall mean any encumbrance, encroachment, irregularity, defect in or objection to Seller’s title to the Leases and Xxxxx (excluding Permitted Encumbrances) which would result in Seller not having Defensible Title.
Title Defect Notice shall have the meaning set forth in Section 11.2(a).
Title Defect Amount means, with respect to a Title Defect Property, the amount by which such Title Defect Property is impaired as a result of the existence of one or more Title Defects, which amount shall be determined as follows:
Environmental Defect Notice shall have the meaning set forth in Section 12.1(a).
Permitted Exceptions shall have the meaning set forth in Section 4.3.
Title Objections has the meaning ascribed to such term in Section 6.2(a).
Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.
Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Environmental Defect Value means, with respect to any Environmental Defect, the value, as of the Closing Date, of the estimated costs and expenses to correct such Environmental Defect in the most cost-effective manner reasonably available, consistent with Environmental Laws, taking into account that non-permanent remedies (such as mechanisms to contain or stabilize hazardous materials, including monitoring site conditions, natural attenuation, risk-based corrective action, institutional controls or other appropriate restrictions on the use of property, caps, dikes, encapsulation, leachate collection systems, etc.) may be the most cost-effective manner reasonably available.
Title Defect Property has the meaning set forth in Section 6.2(a).
Buyer Closing Certificate has the meaning set forth in Section 7.03(d).
Force Majeure Exception means any failure or delay in the performance of the Fund’s reporting obligation pursuant to Section 2.3 arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control, including, without limitation, acts of God; earthquakes; flood; terrorism; wars and other military disturbances; sabotage; epidemics; riots; loss or malfunctions of utilities, computer (hardware or software) or communication services; accidents; acts of civil or military authority and governmental action. The Fund shall use commercially reasonable efforts to commence performance of its obligations during any of the foregoing circumstances.
Retained Liabilities has the meaning set forth in Section 2.4.
Terminating Acquiror Breach has the meaning specified in Section 10.01(c).
Title Review Period shall have the meaning set forth in Section 4.3.
Transferred Real Property means (a) the Transferred Owned Real Property and (b) the premises that is subject to the Transferred Real Property Leases.
Company Leased Real Property has the meaning set forth in Section 3.14(b).
Toll Billing Exception Service (TBE means a service that allows End Users to restrict third number billing or collect calls to their lines.
Defects Notification Period means the period for notifying defects in the Works or a Section (as the case may be) under Sub-Clause 11.1 [Completion of Outstanding Work and Remedying Defects], which extends over 365 days except if otherwise stated in the SCC (with any extension under Sub-Clause 11.3 [Extension of Defects Notification Period]), calculated from the date on which the Works or Section is completed as certified under Sub-Clause 10.1[Taking Over of the Works and Sections].
Seller Losses has the meaning set forth in Section 10.2(a).
Seller Default has the meaning set forth in Section 12.1.
Defect Notice shall have the meaning specified in Section 3.2 of this Agreement.