Seller Facility Clause Samples

Seller Facility. Seller will provide Jeppesen written notice of any proposed plans for moving Seller’s manufacturing location for the Goods or moving tooling or other equipment utilized in the manufacture of the Goods to another facility. In no event will Seller proceed with implementing such plans prior to obtaining Jeppesen’s prior written approval.

Seller Facility. The Seller Facility is leased from Landlord pursuant to the Lease. The Lease is in full force and effect, with no uncured defaults and with no acts or omissions having occurred which, but for the passing of time or giving of notice, would constitute a default. In accordance with Section 12.1 of the Lease, Landlord has consented in writing to the assignment of the Lease from Seller to Buyer, effective as of the Closing, and has (a) amended the Lease to provide that the term of the lease shall end on the date of termination (not later than December 31, 2008) as may be specified by Buyer at any time upon not less than ninety (90) days’ prior written notice or (b) agreed to the assignment of the lease to, and assumption of the lease by, S▇▇▇▇ upon ninety (90) days’ prior written notice by Buyer.

Seller Facility. Seller will provide AerData written notice of any proposed plans for moving Seller’s manufacturing location for the Goods or moving tooling or other equipment utilized in the manufacture of the Goods to another facility. In no event will Seller proceed with implementing such plans prior to obtaining AerData’s prior written approval.

Seller Facility. Commencing upon the Closing and terminating on the latest to occur of (a) December 29, 2006, (b) the fifth business day following the Closing Date and (c) such other date as may be agreed in writing by Purchaser and Seller, Purchaser and its employees (including, but not limited to, the former employees of Seller) shall be entitled to utilize the Seller Facility in order to permit the orderly transition and relocation of all such employees to Purchaser's facilities. During such period, Purchaser and its employees shall be free to use at the Seller Facility (at Purchaser's sole risk) the office supplies, telephones, facsimile machines, scanners, copiers, conference rooms, printers, servers, software and other office equipment and services located at the Seller Facility, which will be substantially equivalent to the equipment located at the Seller Facility prior to the Closing. Purchaser shall use commercially reasonable efforts to vacate the Seller Facility as soon as reasonably practicable, and shall be responsible for any damage or injury to persons or property arising out of such use of the Seller Facility. Purchaser shall, within thirty (30) days of receipt of an invoice from Seller, reimburse Seller for the payment of rent for the Seller Facility during the six-month period following the Closing Date (as such rent is in effect as of the date hereof); provided, however, that the obligation of the Purchaser shall be reduced or eliminated to the extent that the Seller is able to sublease or assign the lease of the Seller Facility, or otherwise collects or is relieved of amounts relating to such rental obligation; and, provided further, that Seller and the Parent shall use commercially reasonable efforts to sublease or assign the lease of the Seller Facility for the periods following such time as Purchaser and its employees vacate the premises, and to take such other action reasonably necessary to mitigate Parent's or Seller's rental obligations under such lease and the Purchaser's obligations hereunder. Each party shall execute and deliver any documents and take any other action reasonably requested or required to effect the intent of this Section 5.17.