Facility Leases Clause Samples
Facility Leases. The Company does not own any real property or have any interest in real property other than its leasehold interests in the Facility Leases. In respect of each Facility Lease:
(a) the Company is the tenant and has a good and valid leasehold interest in the Facility Lease free and clear of any Liens except for Permitted Liens and easements, covenants and other encumbrances and restrictions of record that do not materially impair the Company’s current use of the Leased Facility;
(b) the Company’s current use of the Leased Facility does not violate any applicable Law, Order or Permit; the Company has obtained all Permits required for the Leased Facility’s current use; and the Company has not assigned or subleased its leasehold interest;
(c) the Company is not, and to the Shareholders’ Knowledge, the landlord is not, in Default in a material respect under the Facility Lease; the Company has not received any Notice asserting a violation of or a Default under the Facility Lease; and to the Shareholders’ Knowledge, no event has occurred or circumstance exists that, with or without Notice or the passage of time or both, would result in a Default in a material respect under the Facility Lease or would give the landlord the right to exercise any remedy under the Facility Lease or to cancel, terminate or modify the Facility Lease; and
(d) the Leased Facility is now and will be at the time of Closing in good operating condition and repair, except for normal wear and tear; to the Shareholders’ Knowledge, the Leased Facility is structurally sound and free of defects, and no material alterations, repairs or restorations are required under the Facility Lease or any applicable Law, Order or Permit; and the Leased Facility is supplied with adequate utilities and other services necessary for the current use of the Leased Facility.
Facility Leases. (a) Mortgagor shall do or cause to be done all things necessary to preserve and keep unimpaired the rights of Mortgagor, as lessee under all Facility Leases, and, to prevent any termination, surrender, cancellation, forfeiture or impairment of any thereof. Mortgagor shall at all times fully perform and comply with all agreements, covenants, terms and conditions imposed upon or assumed by it as lessee under each of the Facility Leases (including, without limitation, the covenant to pay rent and all taxes, assessments and other charges mentioned therein) prior to the expiration of any notice and/or cure period provided in each such Facility Lease. Upon receipt by Mortgagee from a Lessor of any written notice of default by the lessee thereunder, Mortgagee may rely thereon and take any action Mortgagee deems necessary in its sole discretion to prevent or to cure any default by Mortgagor in the performance of or compliance with any of the agreements, covenants, terms or conditions imposed upon or assumed by Mortgagor as lessee under such Facility Lease, even though the existence of such default or the nature thereof be questioned or denied by Mortgagor or by any party on behalf of Mortgagor. Without limiting the generality of Section 3.9, Mortgagor hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and immediate right to enter in and upon the Premises or any part thereof to such extent and as often as Mortgagee, in its sole discretion, deems necessary or desirable for the purpose permitted by the immediately preceding sentence, subject only to applicable Legal Requirements. Without limiting Mortgagor's obligations or Mortgagee's rights set forth above or limiting Mortgagee's other remedies under this TCHI Note Guarantee Mortgage, Mortgagee may pay and expend such sums of money as Mortgagee in its sole discretion deems necessary for any such purpose, and Mortgagor hereby agrees to pay to Mortgagee immediately and without demand, all such sums referred to above, so paid and expended by Mortgagee, together with interest thereon from the date of each such payment at the highest rate of interest set forth in the TCHI Notes. All sums so paid and expended by Mortgagee, and the interest thereon, shall be added to and be secured by the lien of this TCHI Note Guarantee Mortgage.
(b) Mortgagor further covenants and agrees as follows:
(i) Mortgagor shall not surrender, terminate or cancel any Facility Lease, and shall not without the c...
Facility Leases. Schedule 5.5 lists all Facility Leases. Such Leases constitute all leases, subleases or other occupancy agreements pursuant to which a Subject Company occupies, uses, leases or subleases real property. Except as described on Schedule 5.5, each Subject Company has in all material respects performed all the obligations required to be performed by it under the terms of the Facility Leases through the date hereof with respect to all leased property described in the Facility Leases of such Subject Company (the “Leased Property”), and each Subject Company enjoys peaceful and undisturbed possession of all the Leased Property, but subject to the terms of said leases and subleases. With respect to each such Facility Lease:
(i) All Facilities leased or subleased thereunder by or from a Subject Company have received all material approvals of governmental authorities (including licenses and Permits) required in connection with the operation thereof that are of such a nature as to be obtainable by a tenant and not the fee owner/landlord, and have been operated and maintained by the Subject Companies, to the extent such operation and maintenance is the responsibility of the Subject Companies pursuant to the Facility Leases, in all material respects in accordance with applicable laws, rules and regulations;
(ii) All Facilities leased or subleased thereunder by a Subject Company are supplied with utilities (including water, sewage, disposal, electricity, gas and telephone) and other services necessary for the Subject Companies’ operation of such Facilities as currently operated (or, in the case of a subleased property, the relevant subtenant has the responsibility to provide such services);
(iii) To the knowledge of MJ GeneWorks and the Shareholders, the relevant Subject Companies, there is no pending, threatened condemnation proceedings with respect to any Leased Property or, to the knowledge of such Subject Company and its Shareholders, pending or threatened litigation or administrative actions relating to the Leased Property;
(iv) Except as set forth on Schedule 5.5, there are no subleases, licenses, options, rights, concessions or other agreements or arrangements, written or oral, to which any Subject Company is a party, granting to any Person the right to use or occupy such Leased Property or any portion thereof or interest therein;
(v) To the knowledge of MJ GeneWorks and the Shareholders, the improvements constructed by any Subject Company on the Leased Property ar...
Facility Leases. Obligated Group School Indebtedness consisting of leases for charter school facilities, the term of which do not exceed two years (including any term extension options), may be incurred without limitation. A lease for a charter school facility with a term exceeding two years (including any term extension options) shall not be considered Nonrecourse Indebtedness subject to the tests therefor set forth above, but may be incurred if an Independent Consultant selected by ▇▇▇▇▇▇ provides a written report to the Master Trustee (A) setting forth projections which indicate forecasted Payment Coverage Ratio for each of the fiscal years under the term of such lease, taking into account such lease, of not less than 1.10:1.00.
Facility Leases. Concurrently with the Closing, the Parties shall enter into leases for the Owned Real Property located in (a) St. ▇▇▇▇▇▇▇, Louisiana, (b) Mobile, Alabama, (c) Jacksonville, Florida, and (d) Tampa, Florida; each with the applicable material terms set forth in Exhibit B. Concurrently with the Closing, Buyer will enter into an agreement with Comcar for the rental of parking spaces at a drop yard in Atlanta, Georgia, containing customary terms and rental amount equal to the amount CTL is obligated to pay under its current agreement for the spaces. Concurrently with the Closing, the Parties shall, to the extent permitted by the master lease, enter into a sublease for the leased facility located in Angleton, Texas, for 30 days and containing customary terms. The Parties shall negotiate the definitive documents for the foregoing leases in good faith.
Facility Leases. The Buyer (or its wholly-owned subsidiaries) shall have entered into the Facility Leases.
Facility Leases. The Facility Leases is valid, binding and enforceable in accordance with its terms and is in full force and effect. No event exists which (whether with or without notice, lapse of time or both) would constitute a default thereunder on the part of Seller which would terminate or cause a material liability under the Facility Leases; and, to the knowledge of Seller, there exists no occurrence of any event which (whether with or without notice, lapse of time or both) would constitute a default thereunder by any other party. Seller has delivered a true and correct copy of the Facility Leases to Buyer prior to the date hereof.
Facility Leases. Counterpart original Facility Leases for each of the Properties, executed by the Tenant.
Facility Leases. Concurrently with the Closing, the applicable Sellers and CTTBuyer (or another Subsidiary of PSABuyer designated by Buyer in writing to Sellers prior to Closing) shall enter into mutually agreeable leases or subleases for the Owned Real Property or leased real property, as applicable, identified on Schedule 6.16, each with the applicable material terms set forth in Schedule 6.16.
Facility Leases. All Facility Leases are valid, binding and enforceable in accordance with their terms and, are in full force and effect. Except as set forth in Schedule 7.14, no event exists which (whether with or without notice, lapse of time or both or the happening or occurrence of any other event) would constitute a default thereunder on the part of Alpha Group which would terminate or cause a material liability under any Facility Leases; and, there exists no occurrence of any event which (whether with or without notice, lapse of time or both or the happening or occurrence of any other event) would constitute a default thereunder by any other party. Alpha Group have delivered true and correct copies of the Facility Leases to J▇▇▇▇ prior to the date hereof.