Common use of Lease Documents Clause in Contracts

Lease Documents. The Lease Documents listed on the Lease Documents Schedule (i) contain all material obligations of (x) the Tenants or any other parties to the Subsidiaries with respect to the transactions contemplated by the Leases and (y) the Subsidiaries to the Tenants or any other parties with respect to the transactions contemplated by the Leases and (ii) create all of the Encumbrances held by the Subsidiaries to secure the obligations of the Tenants under the Leases; PROVIDED, HOWEVER, that the Lease Documents Schedule does not include a list of all of the Financing Statements included within the definition of Lease Documents. To the best of the Meditrust Parties' knowledge, except as set forth on EXHIBIT YY-3 attached hereto, the Subsidiaries have not entered into any express written agreement waiving, in any material respect, any material obligation of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledge, none of the Subsidiaries is in default under any of the Lease Documents in any material respect. The Lease Documents listed on the Lease Documents Schedule have not been modified or amended, by written or express verbal agreement, except as expressly set forth on the Lease Documents Schedule. True and correct copies of the Lease Documents will be made available to the Purchaser for its review during the entire Study Period and thereafter until the Closing Date. No Rent (including, without limitation, Additional Rent) under any of the Leases has been paid in advance other than as set forth on EXHIBIT YY-2 attached hereto. Except as disclosed in the Lease Documents identified in the Lease Document Schedule or as set forth on EXHIBIT YY-3, none of the Tenants have been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 attached hereto. The Subsidiaries are the only Meditrust Entities that are parties to, are bound by or hold any interest in any of the Lease Documents.

Lease Documents. The Lease Documents listed on (a) No Obligor may without the Lease Documents Schedule consent of the Majority Lenders: (i) contain all material obligations enter into any Agreement for Lease; (ii) (other than under an Agreement for Lease existing as at the date of this Agreement) grant or agree to grant any new Occupational Lease; (iii) grant, or enter into, any renewal Occupational Lease, except if an Obligor is required to grant such renewal lease in accordance with the terms of the relevant Existing Lease; (iv) agree to any amendment, supplement, extension, waiver, surrender or release in respect of any Lease Document or do, permit or omit to do anything that might have such effect; (v) exercise any right to break, determine or extend any Lease Document; (vi) forfeit or irritate or commence any forfeiture or irritancy proceedings in respect of any Lease Document; (vii) grant any licence or right to use or occupy any part of a Property, in each case except as permitted by the Existing Leases; (viii) consent to any sublease or assignment or assignation of any tenant’s interest under any Lease Document provided that the consent of the Majority Lenders is not to be withheld or delayed to the extent that to do so would require any Obligor unlawfully to withhold or delay the giving of any consent; (ix) consent to the grant of any licence or right to use or occupy any part of a Property by the tenant under a Lease Document, in each case except as permitted by the Existing Leases; (x) agree to any change of use under, or (except where required to do so under the Tenants terms of the relevant Lease Document) rent review in respect of, any Lease Document; or (xi) serve any notice on any former tenant under any Lease Document (or on any guarantor of that former tenant) which would entitle it to a new lease or tenancy; (xii) serve any notice on any former tenant under any Lease Document under section 17(2) of the Landlord and Tenant (Covenants) ▇▇▇ ▇▇▇▇ or on any guarantor of any such former tenant under section 17(3) of that Act; (xiii) undertake (whether by itself or through contractors) any alterations (whether structural or non-structural), redevelopment, refurbishment or any other parties works in respect of any part of a Property, except such works (other than the Proposed Developments) that an Obligor or a Tenant is obligated to undertake under a Lease Document, in which case an Obligor must give prior written notice to the Subsidiaries with respect Agent; (xiv) consent to the transactions contemplated a Tenant (whether by the Leases and itself or through contractors) undertaking any alterations (y) the Subsidiaries to the Tenants whether structural or non-structural), redevelopment, refurbishment or any other parties with works in respect of any part of a Property provided that (except in the case of the Proposed Developments) the consent of the Majority Lenders is not to be withheld or delayed to the transactions contemplated by extent that to do so would require any Obligor unlawfully to withhold or delay the Leases and giving of any consent; or (xv) commence, or enter into, any dispute resolution proceeding in respect of any Lease Document (except for any such proceeding existing as at the date of this agreement). (b) Each Obligor must: (i) diligently collect or procure to be collected all Rental Income; (ii) create all exercise its rights in relation to the Properties (including in relation to Healthcare Requirements) and comply with its obligations under each Lease Document (including in relation to Healthcare Requirements) except where such rights or obligations are immaterial or are subject in the case of any Landlord Discretions to obtaining consent pursuant to Clause 24.11 (Landlord Discretions); and (iii) use its reasonable endeavours to ensure that each Tenant complies with its obligations under each Lease Document (excluding in relation to Healthcare Requirements but without prejudice to paragraph (ii) above) (in each case, having regard to the Encumbrances held by availability of any amounts reserved pursuant to the Subsidiaries to secure terms of this Agreement for the obligations remedy of the Tenants under the Leases; PROVIDED, HOWEVER, that the Lease Documents Schedule does not include a list of all of the Financing Statements included within the definition of Lease Documents. To the best of the Meditrust Parties' knowledgeany non-compliance with such obligations), except as set forth on EXHIBIT YY-3 attached hereto, the Subsidiaries have not entered into any express written agreement waivingwhere such obligations are immaterial, in a proper and timely manner. (c) Any Lease Prepayment Proceeds must be paid into the Rental Income Account for application in accordance with Clause ‎18.3 (Rental Income Account). (d) Each Obligor must supply to the Agent each Lease Document a true copy of each amendment, supplement or extension to a Lease Document and a true copy of each document recording any rent review in respect of a Lease Document promptly upon entering into the same. (e) Each Obligor must as soon as reasonably practicable (and in any event no more than 3 Business Days) after the receipt by each Obligor of any correspondence or notices: (i) of a claim by a tenant under any Lease Document; (ii) taking steps or threatening to take steps to terminate any Lease Document; or (iii) in respect of any material respect, any material obligation breach of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledgeDocument, none of the Subsidiaries is in default under any of the Lease Documents in any material respect. The Lease Documents listed on the Lease Documents Schedule have not been modified or amended, by written or express verbal agreement, except as expressly set forth on the Lease Documents Schedule. True and correct copies of the Lease Documents will be made available deliver a copy to the Purchaser for its review during the entire Study Period and thereafter until the Closing Date. No Rent (including, without limitation, Additional Rent) under any of the Leases has been paid in advance other than as set forth on EXHIBIT YY-2 attached hereto. Except as disclosed in the Lease Documents identified in the Lease Document Schedule or as set forth on EXHIBIT YY-3, none of the Tenants have been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 attached hereto. The Subsidiaries are the only Meditrust Entities that are parties to, are bound by or hold any interest in any of the Lease DocumentsAgent.

Lease Documents. The Lease Documents listed on A complete copy of the Lease Documents Schedule Lease, along with the Guaranty (iif any). Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser’s receipt of each Due Diligence Item. Within seven (7) contain all material obligations days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (x) the Tenants or which notice shall specify any other parties Due Diligence Item not yet received); otherwise, Purchaser shall be deemed to the Subsidiaries with respect to the transactions contemplated by the Leases and (y) the Subsidiaries to the Tenants or any other parties with respect to the transactions contemplated by the Leases and (ii) create have received all of the Encumbrances held by the Subsidiaries to secure the obligations of the Tenants under the Leases; PROVIDED, HOWEVER, that the Lease Documents Schedule does not include a list of all of the Financing Statements included within the definition of Lease DocumentsDue Diligence Items. To the best of the Meditrust Parties' knowledgePurchaser acknowledges and agrees that, except as set forth on EXHIBIT YY-3 attached heretofor such items which are in the public records, the Subsidiaries Due Diligence Items are proprietary and confidential in nature and have not entered into any express written agreement waiving, in any material respect, any material obligation of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledge, none of the Subsidiaries is in default under any of the Lease Documents in any material respect. The Lease Documents listed on the Lease Documents Schedule have not been modified or amended, by written or express verbal agreement, except as expressly set forth on the Lease Documents Schedule. True and correct copies of the Lease Documents and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser for its review during agrees not to disclose the entire Study Period and thereafter until the Closing Date. No Rent (includingDue Diligence Items, without limitation, Additional Rent) under or any of the Leases provisions, terms or conditions thereof to any party outside of Purchaser’s organization except: (i) to Purchaser’s accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by this Agreement, or (ii) as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been paid offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser’s obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in advance many instances, were prepared prior to Seller’s ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller nor any of its directors, officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or agent acting on Seller’s behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as set forth on EXHIBIT YY-2 attached heretodescribed herein) and (iv) Seller is providing the Due Diligence Items to Purchaser (or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Except as disclosed in Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, analyzing and determining the Lease Documents identified in the Lease Document Schedule or as set forth on EXHIBIT YY-3truth, none completeness, accuracy and adequacy of the Tenants have been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 attached hereto. The Subsidiaries are the only Meditrust Entities that are parties to, are bound by or hold any interest in any of the Lease DocumentsDue Diligence Items.

Lease Documents. The Lease Documents listed on A complete copy of the Lease Documents Schedule Lease, as amended. Purchaser shall promptly deliver to Seller written acknowledgement of Purchaser’s receipt of each Due Diligence Item. Within ten (i10) contain all material obligations days after the date of this Agreement, Purchaser shall notify Seller in writing in the event that Purchaser has not yet received any Due Diligence Item (x) the Tenants or which notice shall specify any other parties Due Diligence Item not yet received); otherwise, Purchaser shall be deemed to the Subsidiaries with respect to the transactions contemplated by the Leases and (y) the Subsidiaries to the Tenants or any other parties with respect to the transactions contemplated by the Leases and (ii) create have received all of the Encumbrances held by the Subsidiaries to secure the obligations of the Tenants under the Leases; PROVIDED, HOWEVER, that the Lease Documents Schedule does not include a list of all of the Financing Statements included within the definition of Lease DocumentsDue Diligence Items. To the best of the Meditrust Parties' knowledgePurchaser acknowledges and agrees that, except as set forth on EXHIBIT YY-3 attached heretofor such items which are in the public records, the Subsidiaries Due Diligence Items are proprietary and confidential in nature and have not entered into any express written agreement waiving, in any material respect, any material obligation of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledge, none of the Subsidiaries is in default under any of the Lease Documents in any material respect. The Lease Documents listed on the Lease Documents Schedule have not been modified or amended, by written or express verbal agreement, except as expressly set forth on the Lease Documents Schedule. True and correct copies of the Lease Documents and/or will be made available to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Property. Purchaser for its review during agrees not to disclose the entire Study Period and thereafter until the Closing Date. No Rent (includingDue Diligence Items, without limitation, Additional Rent) under or any of the Leases provisions, terms or conditions thereof to any party outside of Purchaser’s organization except: (i) to Purchaser’s accountants, attorneys, lenders, prospective lenders, environmental consultants, investors and/or prospective investors (collectively, “Permitted Outside Parties”) in connection with the transactions contemplated by this Agreement, or (ii) as may be required by law. Purchaser shall take such actions as are necessary so as to ensure that the Permitted Outside Parties also protect the confidential nature of the Due Diligence Items to the same extent as Purchaser is obligated to do so hereunder. In permitting Purchaser and the Permitted Outside Parties to review the Due Diligence Items, Seller has not waived any privilege or claim of confidentiality with respect thereto and no third party benefits of any kind, either expressed or implied, have been paid offered, intended or created by Seller and any such claims are expressly rejected by Seller and waived by Purchaser on its own behalf and on behalf of the Permitted Outside Parties. Purchaser shall return to Seller all of the Due Diligence Items (including all copies Purchaser has made of the Due Diligence Items) at such time as this Agreement is terminated for any reason. Purchaser’s obligations under this Section 4 shall survive the termination of this Agreement. Purchaser acknowledges that most of the Due Diligence Items were prepared by third parties and, in advance many instances, were prepared prior to Seller’s ownership of the Property. Purchaser further acknowledges and agrees that, except as specifically set forth herein: (i) neither Seller nor any of its directors, officers, partners, members, agents, employees or contractors have made any warranty or representation regarding the truth, accuracy or completeness of the Due Diligence Items or the sources thereof, (ii) Seller has not undertaken any independent investigation as to the truth, accuracy and completeness of the Due Diligence Items, (iii) neither Seller nor any director, partner, member, officer, employee or agent acting on Seller’s behalf is authorized to make any representations or warranties of whatsoever kind or nature regarding either the truth, accuracy or completeness of the Due Diligence Items or the Property (other than as set forth on EXHIBIT YY-2 attached heretodescribed herein) and (iv) Seller is providing the Due Diligence Items to Purchaser (or making the Due Diligence Items available to Purchaser) solely as an accommodation to Purchaser. Except as disclosed in Purchaser further acknowledges and agrees that Purchaser shall be solely responsible for reviewing, analyzing and determining the Lease Documents identified in the Lease Document Schedule or as set forth on EXHIBIT YY-3truth, none completeness, accuracy and adequacy of the Tenants have been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 attached hereto. The Subsidiaries are the only Meditrust Entities that are parties to, are bound by or hold any interest in any of the Lease DocumentsDue Diligence Items.

Lease Documents. The Lease Documents listed on the Lease Documents Schedule (i) contain all material obligations of (x) the Tenants (or any other parties parties) to the Subsidiaries Sellers with respect to the transactions contemplated by the Leases and (y) the Subsidiaries Sellers to the Tenants (or any other parties parties) with respect to the transactions contemplated by the Leases and (ii) create all of the Encumbrances held by the Subsidiaries Sellers to secure the obligations of the Tenants under the Leases; PROVIDED, HOWEVER, that . The rent due and payable per annum currently payable under the Lease Documents Schedule does not include a list of all of Leases is set forth on the Financing Statements included within rent roll for the definition of Lease DocumentsProperties (the “Rent Roll”) attached hereto as EXHIBIT BB. To Except as disclosed in the best of the Meditrust Parties' knowledge, except Reimbursement Agreements or as set forth on EXHIBIT YY-3 attached heretothe Lease Document Schedule, the Subsidiaries Sellers have not entered into any express written agreement waiving, in any material respect, any material obligation of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledge, none of the Subsidiaries is in default under any of the Lease Documents in any material respectEffective Date. The Lease Documents listed on the Lease Documents Schedule have not been modified or amended, by written or express verbal agreement, amended except as expressly set forth on the Lease Documents Schedule. True True, correct and correct complete copies of the Lease Documents will be have been made available to the Purchaser for its review during prior to the entire Study Period and thereafter until the Closing Effective Date. No Rent (includingAs of the Effective Date, without limitation, Additional Rent) no rent under any of the Leases has been paid in advance other than as set forth on EXHIBIT YY-2 attached heretothe Rent Roll. Except as disclosed in any of the Lease Documents identified in listed on the Lease Document Schedule or as set forth on EXHIBIT YY-3the Reimbursement Agreements, none of the Tenants have has been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's ’s agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases Rent Roll and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 Security Deposit List attached hereto. The Subsidiaries are , and the only Meditrust Entities that are parties toupdated Rent Roll and the Security Deposit List to be delivered at the Closing, are bound by or hold any interest and will be true and correct in any of the Lease Documentsall material respects.

Lease Documents. The Lease Documents listed on the Lease Documents Schedule Attached hereto as Exhibit G and G1, respectively, are (i) contain all material obligations a complete and accurate list of (x) the Tenants or any other parties Leases, occupancy agreements and amendments thereto relating to the Subsidiaries with respect Real Property as of the date of this Agreement, which list shall be updated by Seller prior to Closing, if necessary, including the transactions contemplated by addition thereto of any Leases or amendments thereto executed after the Leases and (y) date of this Agreement through the Subsidiaries to the Tenants or any other parties with respect to the transactions contemplated by the Leases Closing Date, and (ii) create all a true, correct and complete copy of the Encumbrances held current rent roll prepared by Seller in the Subsidiaries ordinary course of its business, provided that Seller makes no representation or warranty as to secure the obligations accuracy of any of the Tenants under the Leases; PROVIDEDinformation contained therein. Seller has or will deliver to Purchaser true, HOWEVER, that the Lease Documents Schedule does not include a list accurate and complete copies of all of the Financing Statements included within Leases. There are no options or rights to renew, extend or terminate the definition Leases or expand any leased premises, except as shown in the Leases. No brokerage commission or similar fee is due or unpaid by Seller with respect to any Lease, except as disclosed in Exhibit D attached hereto, and there are no written or oral agreements that will obligate Purchaser, as Seller's assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof (except for any as to which a credit will be given to Purchaser at Closing). Except as disclosed in Exhibit D attached hereto, Seller has received no written notices from any tenant asserting that any of Lease Documentsthe Leases or any guaranties thereof are not in full force and effect, asserting that any defenses, setoffs or counterclaims for the benefit of the tenants exist or asserting that any material default exists by Seller under any Lease. To the best Seller's actual knowledge, except as may be asserted in a notice described in Exhibit D attached hereto, Seller is not in material default in any of the Meditrust Parties' material obligations of the landlord under any Lease. To Seller's actual knowledge, no tenant under any Lease is in monetary default (in excess of thirty (30) days) under any Lease, except as shown in the reports delivered to Purchaser pursuant to Section 10.1(b)(xii) above. Seller has no obligation to any tenant under the Leases to further improve such Tenant's premises or to grant or allow any rent or other concessions, except as set forth on EXHIBIT YY-3 attached heretoin the Leases. No rent or other payments have been collected in advance for more than one (1) month and no rents or other deposits are held by Seller, except the Subsidiaries have not entered into any express written agreement waiving, in any material respect, any material obligation of any Tenant or any Guarantor under any of the Lease Documents that would pertain to any period from and after the date hereof. To the best of the Meditrust Parties' knowledge, none of the Subsidiaries is in default under any of the Lease Documents in any material respect. The Lease Documents listed security deposits described on the Lease Documents Schedule have not been modified or amendedRent Roll, by written or express verbal agreement, except as expressly set forth on rent for the Lease Documents Schedule. True current month and correct copies of the Lease Documents any prepaid rent for which Purchaser will be made available to the Purchaser for its review during the entire Study Period and thereafter until the Closing Date. No Rent (including, without limitation, Additional Rent) under any of the Leases has been paid in advance other than as set forth on EXHIBIT YY-2 attached hereto. Except as disclosed in the Lease Documents identified in the Lease Document Schedule or as set forth on EXHIBIT YY-3, none of the Tenants have been given any free rent, partial rent, rebates, rent abatements or rent concessions of any kind (including, without limitation, any waiver of any such Tenant's agreement to fulfill its payment obligations under its Lease) that would pertain to any period from and after the Closing Date. The rent due and payable per annum currently payable under the Leases and the formula for computing Additional Rent thereunder is set forth on EXHIBIT YY-1 attached hereto. The Subsidiaries are the only Meditrust Entities that are parties to, are bound by or hold any interest in any of the Lease Documentsa credit at Closing.