Property Contracts Sample Clauses

Property Contracts. On September 26, 2008, Purchaser delivered written notice to each Seller (the “Property Contracts Notice”), specifying any Property Contracts of such Seller which Purchaser desires to terminate (the “Terminated Contracts”). After delivery of the Property Contracts Notices to Sellers, (a) Sellers shall mail notices of termination for such Terminated Contracts on or before four (4) Business Days after the Effective Date and the effective date of each such termination shall be not later than thirty (30) days after the date a Seller sends the applicable notice of termination or such later date as is required by the express terms of the applicable Terminated Contract (and, to the extent that the effective date of termination of any Terminated Contract is after the Closing Date, Purchaser shall be deemed to have assumed all of the applicable Seller’s obligations under such Terminated Contract accruing after the Closing Date), (b) if any such Property Contract cannot by its terms be terminated, it shall be assumed by Purchaser as of the Closing Date and not be a Terminated Contract, and (c) to the extent that any such Terminated Contract requires payment of a penalty or premium for cancellation, Purchaser shall be solely responsible for the payment of any such cancellation fees or penalties. There shall be no Terminated Contracts other than those stated in the Property Contracts Notice and Purchaser shall assume the obligations under all Property Contracts of such Seller not listed in the Property Contracts Notice accruing after the Closing. To the extent that any Property Contract to be assumed by Purchaser (including any Property Contract that, because of advance notice requirements, will be temporarily assumed by Purchaser pending the effective date of termination after the Closing Date) is assignable but requires the applicable vendor to consent to the assignment or assumption of the Property Contract by the applicable Seller to Purchaser, then, prior to the Closing Date, the applicable Seller shall be solely responsible for obtaining from each applicable vendor a consent (each a “Required Assignment Consent”) to the assignment of the Property Contract by the applicable Seller to Purchaser (and the assumption by Purchaser of all obligations under such Property Contract). The applicable Seller shall indemnify, hold harmless and, if requested by Purchaser (in Purchaser’s sole discretion), defend (with counsel approved by such Purchaser) Purchaser together with ...
Property Contracts. Prepaid charges in connection with any Property Contracts that Buyer elects to assume, or licenses or permits, shall be credited to Seller. Accrued charges in connection with such Contracts, or licenses or permits, shall be credited to Buyer.
Property Contracts. Seller shall not, from and after the Effective Date, enter into any new service contracts for the Property or modifications, renewals or terminations of any existing Contracts, without the written consent of Buyer, which consent may be given or withheld in Buyer’s sole and absolute discretion.
Property Contracts. On or before the expiration of the Feasibility Period, Purchaser may deliver written notice to Seller (the "Property Contracts Notice") specifying any Property Contracts which Purchaser desires to terminate at the Closing (the "Terminated Contracts"); provided that (a) the effective date of such termination on or after Closing shall be subject to the express terms of such Terminated Contracts, (b) if any such Property Contract cannot by its terms be terminated at Closing, it shall be assumed by Purchaser and not be a Terminated Contract, and (c) to the extent that any such Terminated Contract requires payment of a penalty, premium, or damages, including liquidated damages, for cancellation, Purchaser shall be solely responsible for the payment of any such cancellation fees, penalties, or damages, including liquidated damages. If Purchaser fails to deliver the Property Contracts Notice on or before the expiration of the Feasibility Period, there shall be no Terminated Contracts and Purchaser shall assume all Property Contracts at the Closing. To the extent that any Property Contract to be assigned to Purchaser requires vendor consent, then, prior to the Closing, Purchaser may attempt to obtain from each applicable vendor a consent (each a "Required Assignment Consent") to such assignment. Seller shall, at no cost and expense to Seller, cooperate reasonably with Purchaser in Purchaser’s efforts to obtain any Required Assignment Consent. Purchaser shall indemnify, hold harmless and, if requested by Seller (in Seller's sole discretion), defend (with counsel approved by Seller) Seller's Indemnified Parties from and against any and all Losses arising from or related to Purchaser's failure to obtain any Required Assignment Consent. Additionally, in respect of any commercial lease affecting the Property, including, without limitation, any lease for laundry equipment, Seller shall, at no cost or expense to Seller, cooperate reasonably with Purchaser in Purchaser’s efforts to obtain on or before Closing any subordination, nondisturbance and attornment agreement (“Subordination Agreement”) that may be required by any lender to Purchaser as a condition to funding any loan to be secured by the Property. It is understood and agreed by Seller and Purchaser that the receipt by Purchaser of such Subordination Agreement from any such commercial tenant shall not be a condition to Closing hereunder.
Property Contracts. To such Seller’s knowledge, such Seller has not received any written notice of any material default by such Seller under any of its Property Contracts that will not be terminated on the Closing Date;
Property Contracts. Seller shall not, from and after the Effective Date, enter into any new Contracts for the Property or modifications, renewals or terminations of any existing Contracts, without the prior written consent of Buyer, which consent shall not be unreasonably withheld, conditioned or delayed prior to the expiration of the Due Diligence Period, and which consent may be given or withheld in Buyer’s sole discretion after the expiration of the Due Diligence Period. Effective at Closing, Seller shall terminate, at Seller’s expense, any leasing commission agreements and management agreements (including the property management agreement) applicable to the Property as well as any other Contract that Buyer does not elect to assume. In no event shall Seller enter into any Contract for the Property that is not terminable upon thirty (30) days prior written notice.
Property Contracts. The Company and the Company Subsidiary shall not during the pendency of this Agreement enter into or modify any Property Contracts relating to the operation or maintenance of a Property, except for (i) those entered into in the ordinary course of business and (A) which are cancelable upon not more than thirty (30) days prior notice without penalty or premium, and (B) which require payments to the applicable vendor of $15,000 or less per year and which, in the aggregate for any individual Property, require payments to the applicable vendors of $35,000 or less per year, or (ii) those otherwise approved by the USRP Entities, which approval shall not be unreasonably withheld and shall be deemed given if the USRP Entities should fail to approve or disapprove proposed Property Contract matters in writing within five (5) Business Days following receipt by the USRP Entities of the FW Entities' written request.