FF&E. All fixtures (other than those which constitute Improvements), furniture, furnishings, equipment, machinery, tools, vehicles, appliances, art work and other items of tangible personal property which are located at the Hotel and used exclusively in the Business, or ordered for future use at the Hotel as of the Closing, other than the Supplies, IT Systems, F&B, Retail Merchandise, Books and Records and Plans and Specifications (the “FF&E”);
FF&E. Effective upon the Initial Premises Commencement Date, Sublandlord shall be deemed to have sold, and Subtenant shall be deemed to have purchased, for the consideration of One Dollar ($1.00), all of Sublandlord’s right, title and interest in the furniture, fixtures and equipment listed on Exhibit B-1 hereto (the “Initial Premises FF&E”). Effective upon the Expansion Premises Commencement Date, Sublandlord shall be deemed to have sold, and Subtenant shall be deemed to have purchased, for the consideration of One Dollar ($1.00), all of Sublandlord’s right, title and interest in the furniture, fixtures and equipment listed on Exhibit B-2 hereto (the “Expansion Premises FF&E” and, together with the Initial Premises FF&E, the “FF&E”). Subtenant shall accept the FF&E in its then “AS-IS” condition and state of repair, subject to any and all defects therein, latent or otherwise; provided, however, Sublandlord shall, prior to the applicable Commencement Date, decommission any FF&E that contains Hazardous Materials and Sublandlord shall be responsible for any sales tax with respect to the transfer of the FF&E. Subject to the foregoing, Subtenant waives any claim or action against Sublandlord in respect of the condition of the FF&E and neither Sublandlord nor any of Sublandlord’s agents has made or makes any warranty or representation, express or implied, with respect to the condition of the FF&E, including without limitation any warranty of fitness for any particular purpose or as to any other matter whatsoever respecting the quality or condition of the FF&E. During the Term, the provisions of the Master Lease and this Sublease applicable to the personal property of Subtenant shall be applicable to the FF&E, including without limitation Subtenant’s obligation to insure the FF&E. Subtenant, at its sole cost and expense, shall remove the FF&E from the Building upon the expiration or earlier termination of this Sublease. Sublandlord and Subtenant agree that no portion of the Base Rent or Additional Rent payable under this Sublease is attributable to the FF&E.
FF&E. Borrower shall cause Manager to reserve for FF&E on a monthly basis in accordance with the Management Agreement not less than an amount equal to four percent (4%) of adjusted gross revenues with respect to the Property, such reserves to be maintained in the Manager FF&E Reserve Account.
FF&E. StadCo shall have the right, at any time and from time to time, to sell, dispose of or replace any FF&E that is Physically Obsolete or Functionally Obsolete that is located at the Premises and deliver to the Authority the proceeds thereof (but only to the extent such proceeds are not reinvested in FF&E as provided below); provided, however, that if such FF&E is necessary for operation of the Premises pursuant to the Operating Standard, StadCo shall then, or prior thereto or as reasonably practicable thereafter, replace or substitute (and apply to the cost thereof any proceeds received from the sale or disposal of such Physically Obsolete or Functionally Obsolete Personal Property) (i) such FF&E with property not necessarily of the same character but capable of performing the same function as that performed by the FF&E replaced and (ii) such FF&E with property of substantially the same or better quality and just as suitable for its intended purpose, and title, in each case, to such substitute FF&E shall vest in the Authority subject only to this Agreement and any encumbrances arising by, through or under the Authority.
FF&E. Sublandlord shall make available to Subtenant, at no cost to Subtenant, for its exclusive use during the Term the furniture, fixtures and equipment, artwork, and AV equipment listed on Exhibit C (“FF&E”); provided, however that the FF&E shall not include, and Subtenant shall not have the use of, the security system serving the Premises. Subtenant accepts such FF&E in their “as is” condition, and Sublandlord makes no representation or warranty with respect to their condition. Subtenant acknowledges that such FF&E has been used and/or refurbished prior to the Commencement Date. Subtenant shall be liable for any damage to the FF&E, other than ordinary wear and tear, and shall be solely responsible for all costs associated with the insurance, maintenance, cleaning and repair of the FF&E and any taxes related thereto. All FF&E shall remain the property of Sublandlord and shall be surrendered to Sublandlord with the Premises upon the expiration of the Term in substantially the same condition they were in upon the Commencement Date, ordinary wear and tear excepted, subject to the following provisions. Notwithstanding the foregoing, at Sublandlord’s option, Subtenant shall be deemed to have acquired the FF&E for the sum of $1.00 (which amount will be deducted from the Security Deposit) as of the Expiration Date (or earlier termination date) from Sublandlord free and clear of all liens and shall remove the FF&E as part of Subtenant’s obligations to remove Subtenant’s personal property from the Premises at the end of the Term. Upon the request of either Sublandlord or Subtenant, subject to the foregoing, the parties shall execute a bxxx of sale confirming the foregoing transfer of title.
FF&E. All FF&E is owned by Seller (other than such ---- items listed on Exhibit T (the "Leased FF&E") and any such items which are owned --------- ----------- by tenants, subtenants, concessionaires or licensees under the Space Leases, guests, invitees, employees, agents or independent contractors).
FF&E. The term “FF&E” shall mean furniture, furnishings, fixtures, soft goods, case goods, vehicles and equipment at any Community (including but not limited to telephone systems, facsimile machines, communications and computer systems hardware) but shall not include Household Replacements or any Software.
FF&E. The FF&E Schedule and the Plans and Specifications (to the extent the Plans and Specifications describe FF&E) accurately describe in all material respects the FF&E owned by the applicable Seller and located at such Seller's Property and, to Seller's knowledge, such FF&E is "new" and has not been used prior to its use at such Property. The representations and warranties made in this Agreement by Seller and, if applicable, MI, in Section 6.1 through Section 6.14, inclusive, are made as of the date hereof and shall be deemed remade by the Seller and, if applicable, MI, as of each Closing Date for the Property then being conveyed by the Seller, with the same force and effect as if made on, and as of, such date; and the representations and warranties made in this Agreement by Seller and, if applicable, MI, in Section 6.15 through Section 6.23, inclusive, shall be made as of the Closing Date in respect of the Property being sold and transferred, provided, however, that, the Seller shall have the right, from time to time prior to the applicable Closing Date, with respect to any Property as to which a Closing has not yet occurred, to modify the representations and warranties made in Section 6.12 (No Violation of Agreements), Section 6.13 (Litigation) and Section 6.18 (Insurance) as a result of changes in applicable conditions beyond the control of Seller, by notice to the Purchaser and, in such event, the representations and warranties shall be deemed modified to the extent required by such changes, and (a) if Seller and MI agree to indemnify Purchaser against any loss that may be suffered by Purchaser as a result of such changes, then Purchaser will be required to close hereunder without any abatement of Allocable Purchase Price or changes in any other condition, and (b) if Seller and MI elect not to so indemnify Purchaser, Purchaser shall have the option to either accept the change and close, or reject the change, in which case Purchaser's obligation to purchase the Property in question shall terminate. All representations and warranties made in this Agreement by the Seller and MI shall survive the applicable Closing for a period of one year. Any action, suit or proceeding with respect to the truth, accuracy or completeness of any such representation or warranty shall be commenced, if at all, on or before the date which is twelve (12) months after the date of such Closing and, if not commenced on or before such date, thereafter shall be void and of no force or e...
FF&E. (a) Subject to the terms and conditions hereof, and subject, further, to the limitations set forth in Subsection 37(b) below, Landlord shall provide Tenant with the right and license to utilize during the Term, at Tenant’s sole risk, cost, and expense and without additional charge therefor, the existing furniture, fixtures, and equipment located in the Premises and specifically described and listed on the inventory attached as Exhibit C attached hereto and incorporated herein (collectively, the “Existing FF&E”). Any and all costs and expenses of maintaining, repairing, replacing, connecting, moving, installing, and/or reinstalling any such Existing FF&E to, from, and/or within the Premises shall be the sole responsibility of Tenant, shall be paid by Tenant as and when due, and in no event shall Landlord have any liability or responsibility therefor. Title to the Existing FF&E shall remain in Landlord’s name during the Term. Nothing contained herein shall be deemed a representation, warranty, or guaranty by or from Landlord as to the condition, value, utility, merchantability, or title of or to the Existing FF&E, or any portion thereof, and Landlord hereby expressly disclaims any and all warranties in connection with the Existing FF&E, including, without limitation, warranties of title, merchantability, condition, and fitness, and in no event shall Landlord have any liability or responsibility of any type whatsoever with respect thereto. It is hereby acknowledged, understood, and agreed that (a) Tenant is accepting all such Existing FF&E in its “AS IS” condition as existing as of the date hereof, and (b) as of the Termination Date, (i) the Existing FF&E shall be and become the property of Tenant, (ii) Tenant shall pay to Landlord the sum of One and No/100 Dollars ($1.00) as the purchase price therefor, and (iii) Landlord shall deliver to Tenant a xxxx of sale (without warranties) for the Existing FF&E. Tenant shall in any event be solely responsible for the removal of the Existing FF&E from the Premises and the disposal of the same upon the expiration or termination of the Prime Lease, all at Tenant’s sole cost and expense. While Tenant shall not be obligated to maintain the Existing FF&E in substantially the same condition as existing as of the date hereof, or otherwise perform any maintenance or repair work with respect thereto, should this Lease or Tenant’s right to possession hereunder be terminated due to a default by Tenant hereunder, then in such eve...
FF&E. City shall consult with Club regarding any Material Change to the FF&E Requirements prior to the commencement of any Venue Improvements Work that deviates in any material respect from that required in the FF&E Requirements. City shall consult with Club regarding the selection of any “allowance” items provided for in the Venue Construction Contract prior to the commencement of any Venue Improvements Work that includes such allowance items.
