Purchaser Bound Sample Clauses
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Purchaser Bound. (a) The Purchaser covenants and agrees that, as and from Completion, the Purchaser is bound by the Leases as though the Purchaser was named as the lessor or licensor (as appropriate) in the Leases.
(b) The Purchaser must:
(1) if required by the terms of any Lease or in relation to any deed dealing with Outstanding Incentives; or
(2) if a Lease is not or will not be registered, prior to the transfer of Property to the Purchaser, execute and deliver to the Vendor at Completion a Covenant Deed in favour of each Tenant in the form of the document in Schedule 4.
(c) Any Covenant Deed required under clause 9.5(b) must be prepared by the Vendor and delivered to the Purchaser for execution within a reasonable time prior to Completion.
(d) In relation to any deed dealing with Outstanding Incentives or any Lease which is executed but the term has not commenced prior to Completion, or any occupation licence for any part of the Assets the Covenant Deed must include mutual covenants by the Tenant in favour of the Purchaser. The parties must use their reasonable endeavours to procure those Tenants to execute the Covenant Deed prior to Completion but the Vendor or the Purchaser must not delay Completion if they are not signed by Completion and the parties will use reasonable endeavours to have them signed after Completion.
Purchaser Bound. Purchaser shall not be entitled to assign its rights in, to and under this Agreement without the prior written consent of Seller, which consent may be withheld in Seller’s sole discretion. Notwithstanding the foregoing, Purchaser shall be entitled to assign its rights in, to and under this Agreement to an Affiliate of Purchaser, ▇▇▇▇▇▇▇ Capital Essential Asset REIT, Inc. (“▇▇▇▇▇▇▇ REIT I”), ▇▇▇▇▇▇▇ Capital Essential Asset REIT II, Inc. (“▇▇▇▇▇▇▇ REIT II”), and/or any entity wholly owned by either ▇▇▇▇▇▇▇ REIT I or ▇▇▇▇▇▇▇ REIT II; in each case without the prior written consent of Seller; provided however (a) no such assignment shall be effective or binding on Seller until written notice thereof has been delivered to Seller, (b) the assignee executed and delivers an assignment and assumption agreement in which such assignee assumes all of Purchaser’s rights, duties and obligations under this Agreement, (c) such assignment will not release Purchaser from its primary obligation for the payment and performance of all obligations of the Purchaser under this Agreement and (d) Affiliate confirming (in writing) to Seller, on behalf of Affiliate (as if Affiliate is Purchaser), Purchaser’s representations and warranties as set forth in Section 6.4 and Section 7.2. For purposes of this Section 10.1, the term “Affiliate” means (i) an entity that directly or indirectly controls, is controlled by or is under common control with the Purchaser or (ii) an entity at least a majority of whose economic interest is directly or indirectly owned by Purchaser; and the term “control” means the power to direct the management of such entity through voting rights, ownership or contractual obligations.