Lease Termination Prior to Closing Sample Clauses

Lease Termination Prior to Closing. The bankruptcy or default of any Tenant or the termination of any Lease or New Lease or the removal of any Tenant by reason of a default by such Tenant (by summary proceedings or otherwise) or by operation of the terms of such Lease or New Lease shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other claim on the part of Buyer.
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Lease Termination Prior to Closing. The termination of any Lease or New Lease or the removal of any tenant by reason of a default by such tenant (by summary proceedings or otherwise) prior to the Closing shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other claim on the part of Buyer against Seller.
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Lease Termination Prior to Closing. The termination of any Lease or New Lease or the removal of any tenant by reason of a default by such tenant (by summary proceedings or otherwise) prior to the Closing shall not affect the obligations of Meridian under this Agreement in any manner or entitle Meridian to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other claim on the part of Meridian. II-52 54 ARTICLE 14 - MISCELLANEOUS
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Lease Termination Prior to Closing. The termination of any Lease or ---------------------------------- New Lease or the removal of any tenant by reason of a default by such tenant (by summary proceedings or otherwise) prior to the Closing shall not affect the obligations of REIT OP under this Agreement in any manner or entitle REIT OP to a reduction in, or credit or allowance against, the Contribution Price or give rise to any other claim on the part of Buyer.
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Lease Termination Prior to Closing. The termination of any Lease or New Lease or the removal of any tenant by reason of a default by such tenant (by summary proceedings or otherwise) prior to the Closing shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other claim on the part of Buyer, unless such termination is of a Major Tenant, in which event the Buyer shall have the election (if exercised in writing within three (3) business days after written notice of any such termination is provided to Buyer by Seller) to terminate this Agreement and receive the Deposit.
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Lease Termination Prior to Closing. The bankruptcy or default of any Tenant or the termination of any Lease or the removal of any Tenant by reason of a default by such Tenant (by summary proceedings or otherwise) or by operation of the terms of such Lease shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other Claim on the part of Buyer; provided, that, if a voluntary or involuntary filing is made with respect to a Tenant under the federal bankruptcy laws after the Second Deposit Date and prior to the Closing Date (a "Tenant Bankruptcy Event"), and the Tenant to which such Tenant Bankruptcy Event relates occupies space contributing more than 50% of the total gross revenue received in respect of a Property, then the Buyer may, at its option to be exercised by notice to such Seller within five (5) Business Days of Seller's notice to the Buyer of the occurrence of such Tenant Bankruptcy Event, elect not to purchase such Property under this Agreement. If Buyer so elects not to purchase a Property pursuant to this Section 7.5 and the Buyer is not then in default under this Agreement, then Buyer shall be entitled to reduce the Purchase Price by the amount of the Allocated Purchase Price set forth next to such Property on Exhibit A and neither party shall have any further rights or obligations under this Agreement with respect to such Property, other than those expressly stated to survive the termination of this Agreement. If the Buyer does not elect, pursuant to this Section 7.5, not to purchase a Property, the Buyer shall be obligated to consummate the purchase of all the Properties for the full Purchase Price as required by the terms hereof. The Sellers shall give the Buyer prompt written notice of the occurrence of any Tenant Bankruptcy Event prior to the Closing Date or termination of this Agreement.
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Lease Termination Prior to Closing. Except as otherwise expressly provided in SECTION 3.1(f), the bankruptcy or default of any Non-Anchor Tenant or the termination of any Lease of a Non-Anchor Tenant or New Lease or the removal of any Non-Anchor Tenant by reason of a default by such Tenant (by summary proceedings or otherwise) or by operation of the terms of such Lease or New Lease shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other claim on the part of Buyer.
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Lease Termination Prior to Closing. Except as set forth in Section 5.1.4, the bankruptcy or default of any Tenant or the termination of any Lease or the removal of any Tenant by reason of a default by such Tenant (by summary proceedings or otherwise) or by operation of the terms of such Lease (including expiration) shall not affect the obligations of Buyer under this Agreement in any manner or entitle Buyer to a reduction in, or credit or allowance against, the Purchase Price or give rise to any other Claim on the part of Buyer. The termination in part of the lease between Xxxxxxx Xxxxxx & Xxxxxxxxx, C.P.A.S., L.L.C. (“Xxxxxxx”) and MBCR (the “Xxxxxxx Lease”) shall not affect the obligations of Buyer under this Agreement in any manner, as Mercantile-Safe Deposit and Trust Company and Xxxxxxx LLP each have entered into agreements with Xxxxxxx to assume portions of the premises currently leased under the Xxxxxxx Lease (with the exception of the approximately 10,763 square feet sublet by Xxxxxxx to Adelberg, Rudlow, Dorf & Xxxxxxx, LLC, which shall remain subject to the terms and conditions of the Xxxxxxx Lease) as set forth in greater detail in Section 15.19 and Exhibit J hereof..
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Related to Lease Termination Prior to Closing

  • Termination Prior to Closing This Agreement may be terminated at any time prior to the Closing:

  • COVENANTS PRIOR TO CLOSING 37 7.1 Access and Cooperation; Due Diligence...........................37 7.2 Conduct of Business Pending Closing.............................38 7.3

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • Operations Prior to Closing Between the date of the execution of this Agreement and Closing:

  • Lease Termination Except as provided in this Section 9.04, upon expiration or earlier termination of this Lease Tenant shall surrender the Premises to Landlord in the same condition as existed on the date Tenant first occupied the Premises, (whether pursuant to this Lease or an earlier lease), subject to reasonable wear and tear. All Alterations shall become a part of the Premises and shall become the property of Landlord upon the expiration or earlier termination of this Lease, unless Landlord shall, by written notice given to Tenant, require Tenant to remove some or all of Tenant’s Alterations, in which event Tenant shall promptly remove the designated Alterations and shall promptly repair any resulting damage, all at Tenant’s sole expense. All business and trade fixtures, machinery and equipment, furniture, movable partitions and items of personal property owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant; upon the expiration or earlier termination of this Lease, Tenant shall, at its sole expense, remove all such items and repair any damage to the Premises or the Building caused by such removal. If Tenant fails to remove any such items (“Abandoned Items”) or repair such damage promptly after the expiration or earlier termination of the Lease, Landlord may, but need not, do so with no liability to Tenant, and Tenant shall pay Landlord the cost thereof upon demand. Tenant agrees to indemnify Landlord for any and all loss, cost, damage, liability or expense as incurred (including but not limited to reasonable attorneys’ fees and legal costs) arising out of or related to any claim, suit or judgment brought by or in favor of any person or persons for damage, loss or expense which arises out of, is occasioned by or is in any way attributable to the Abandoned Items. Notwithstanding the foregoing to the contrary, in the event that Landlord gives its consent, pursuant to the provisions of Section 9.01 of this Lease, to allow Tenant to make an Alteration in the Premises, Landlord agrees, upon Tenant’s written request, to notify Tenant in writing at the time of the giving of such consent whether Landlord will require Tenant, at Tenant’s cost, to remove such Alteration at the end of the Lease Term.

  • Prior to Closing Seller shall deliver to Buyer a list of employees of the Stations that Seller does not intend to retain after Closing. Buyer may interview and elect to hire such listed employees, but not any other employees of Seller. Buyer is obligated to hire only those employees that are under employment contracts (and assume Seller's obligations and liabilities under such employment contracts) which are included in the Station Contracts. With respect to employees hired by Buyer ("Transferred Employees"), to the extent permitted by law Seller shall provide Buyer access to its personnel records and such other information as Buyer may reasonably request prior to Closing. With respect to such hired employees, Seller shall be responsible for the payment of all compensation and accrued employee benefits payable by it until Closing and thereafter Buyer shall be responsible for all such obligations payable by it. Buyer shall cause all employees it hires to be eligible to participate in its "employee welfare benefit plans" and "employee pension benefit plans" (as defined in Section 3(l) and 3(2) of ERISA, respectively) in which similarly situated employees are generally eligible to participate; provided, however, that all such employees and their spouses and dependents shall be eligible for coverage immediately after Closing (and shall not be excluded from coverage on account of any pre-existing condition) to the extent provided under such plans. For purposes of any length of service requirements, waiting periods, vesting periods or differential benefits based on length of service in any such plan for which such employees may be eligible after Closing, Buyer shall ensure that service with Seller shall be deemed to have been service with the Buyer. In addition, Buyer shall ensure that each such employee receives credit under any welfare benefit plan of Buyer for any deductibles or co- payments paid by such employees and dependents for the current plan year under a plan maintained by Seller. Notwithstanding any other provision contained herein, Buyer shall grant credit to each such employee for all unused sick leave accrued as of Closing as an employee of Seller. Notwithstanding any other provision contained herein, Buyer shall assume and discharge Seller's liabilities for the payment of all unused vacation leave accrued by such employees as of Closing.

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Conduct Prior to the Effective Time 5.1 Conduct of Business by the Company.

  • Release; Termination (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Loan Documents (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Administrative Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.06 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Administrative Agent when and as required under Section 2.06 of the Credit Agreement.

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