Gadsden Clause Samples
The Gadsden clause is a provision commonly found in commercial real estate ground leases that allows the tenant to purchase the landlord’s interest in the property under certain conditions, typically if the landlord defaults or fails to fulfill specific obligations. In practice, this clause gives the tenant a right of first refusal or an option to acquire the fee interest, often at a predetermined price or through a defined process, if the landlord breaches the lease or is otherwise unable to perform. The core function of the Gadsden clause is to protect the tenant’s long-term investment in the property by providing a remedy if the landlord’s actions threaten the tenant’s leasehold interest.
Gadsden. By Gadsden, upon a breach of any representation, warranty, covenant or agreement on the part of the Purchaser Parties set forth in this Agreement, or if there shall have been a Parent Material Adverse Effect or if the Merger Registration and Proxy Statement is not declared effective by the SEC on or prior to December 28, 2018;
Gadsden. By Gadsden, upon a breach of any representation, warranty, covenant or agreement on the part of Parent set forth in this Agreement, or if there shall have been a Parent Material Adverse Effect.
Gadsden. Gadsden makes the following representations and warranties to the District, all of which shall survive the closing and recordation of the Deed, and shall be complete, true and accurate as of the Effective Date and as of the Closing:
Gadsden. (i) Within ten Banking Days of the earlier of the termination of the Trust Agreement or the reversion of the voting rights relating to the capital stock of Gadsden from the trustee thereunder to Southeast Radio Holding Corp., the Borrower shall cause Southeast Radio Holding Corp. to pledge to the Agent, for the benefit of the Banks, all of the capital stock of Gadsden and shall cause Gadsden to execute the Guaranty and to grant to the Agent, for the benefit of the Banks, first priority liens and security interests in all of its property, real and personal, tangible and intangible, in each case pursuant to documentation in form and substance reasonably satisfactory to the Agent.