Released Land Sample Clauses
The 'Released Land' clause defines the process and conditions under which a portion of leased or encumbered property is removed from the scope of a lease, mortgage, or similar agreement. Typically, this clause outlines the requirements that must be met—such as payment of a specified amount or satisfaction of certain obligations—before the land can be released, and may describe how the boundaries of the released area are determined. Its core practical function is to provide flexibility for the parties, allowing the owner or tenant to free up part of the property for other uses or transactions, thereby facilitating development, sales, or refinancing while maintaining clarity about the rights and obligations related to the remaining land.
Released Land. (a) Owner and Agent acknowledge that certain of the Land Improvement Contracts may require that title to certain improvements relating to the Project (the "Released Improvements") and the land on which such Released Improvements are or will be located (the "Released Land") be transferred to the Applicable Contracting Party pursuant to the provisions of the applicable Land Improvement Contract.
(b) Upon the request of Agent, and provided that no Event of Loss, Event of Default, Potential Default, Event of Project Termination, Potential Event of Project Termination or Termination Event under this Agreement and no Event of Loss, Event of Default or Potential Default under the Lease has occurred and is continuing, Owner shall cooperate with Agent to transfer the Released Improvements and the Released Land, as applicable, to the Applicable Contracting Party in an "as is" condition without warranty or representation of any kind, and without recourse to Owner, if (1) such transfer is required pursuant to the applicable Land Improvement Contract and (2) such transfer is customary in projects similar to the Project, including the release of the Released Improvements and/or the Released Land from the terms of the Lease, the Ground Lease and the provisions of any Financing Arrangements; provided, however, that after giving effect to such transfer and release (i) any such transfer or release will not cause the Project to fail to comply with the provisions of this Agreement, the Lease, the Construction Documents or the Project Contracts; (ii) Owner will have sufficient rights and interests in the Released Improvements and the Released Land as necessary to operate the Project in compliance with the provisions of this Agreement, the Lease, the Construction Documents and the Project Contracts, and (iii) such transfer and release will not (x) adversely impair the fair market value, utility, residual value or remaining useful life of the Project, or (y) materially adversely affect the ability of Agent to observe and perform its obligations under the Operative Documents, or any of the Construction Documents or the Project Contracts.
(c) All Released Improvements are to be constructed in compliance with the terms of the applicable Land Improvement Contract, and all applicable terms, conditions and requirements of the Governmental Authorities.
(d) Owner's release of the Released Improvements and/or the Released Land pursuant to any applicable Land Improvement Contract shall be...
Released Land. (a) The parties have identified certain land subject to the Core Lease at the locations listed in section 2(h) below, that can be made surplus and released from the Core Lease. Tranz Rail has agreed to facilitate the release and sale of this land. The parties have agreed that Tranz Rail will be paid the Relevant Proportion (as defined in section 2(f) below) of the net value of the property after deducting any costs incurred in making the property available for sale.
(b) The parties shall identify the specific land to be released at each such location in accordance with the Steering Group processes identified in this Agreement including Schedule 2. If the parties are unable to reach agreement in respect of any location by Completion then:
(i) any such land that forms part of the Retained Land shall be retained by Tranz Rail subject to the Core Lease; and
(ii) any such land that forms part of the Surrender Land will be surrendered to the Crown in accordance with this Agreement, and no payment shall be due to Tranz Rail in respect thereof.
(c) For the specific land identified and agreed by the parties under (b) above (“Released Land”), the Crown and Tranz Rail will within 14 days from the execution of this Agreement appoint its own valuer to value the property and contemporaneously notify the other party of such appointment. If a party fails to appoint a valuer within such period then the valuation for the relevant property produced by the other party’s valuer shall be binding on the parties for purposes of the operation of this Schedule. If those two valuers cannot agree a valuation within 10 days of the last of them being appointed in respect of any property, then those two valuers shall within 5 days appoint a third suitably qualified independent party to act as an umpire. If such appointment is not made within 5 days of the failure to reach agreement on valuation of the relevant property, then the umpire shall be appointed by the President of the New Zealand Law Society. That umpire shall carry out a valuation of the relevant property with all due expediency and such umpire’s valuation will be final and binding on the parties for purposes of the operation of this section 2. The appointed valuers and the umpire, if appointed, shall be acting as experts and not arbitrators and the provisions of the Arbitration Act 1996 shall not apply.
(d) The value to be determined by the valuers shall be fair market value. In the case of the properties at ▇▇ ▇▇▇▇, Welling...
Released Land. If the value of any of the Released Land identified under Schedule 3 by Completion has not been established by that date under that Schedule, the amount of the purchase price relating to the Released Land shall be paid by the Crown within 14 days of that value being established in accordance with Schedule 3.
Released Land. 5.1 The Clawback Price for Clawback Land that is Released Land shall be an amount equal to the aggregate of the following amounts:
(a) if the land has already been surrendered, the Release Price paid by the Crown to Toll Rail for the Requested Land under Schedule 11 (determined in accordance with paragraph 5.3, if applicable);
(b) the costs of reconfiguring the Requested Land under Schedule 11 arising or accruing before the Clawback Date that are or will be met by the Crown (determined in accordance with paragraph 5.3, if applicable);
(c) any other amount reasonably necessary to leave the Crown in the same financial position it would have been in had the Clawback Land been Retained Land rather than Released Land, including: