Transferred Existing FF&E Sample Clauses

Transferred Existing FF&E. For purposes hereof, the (i) “Non-Transferred Existing FF&E” shall mean those certain items of the Existing Tenant’s furniture, fixtures, equipment and other personal property that are located in the Cafeteria Space and are set forth on Exhibit C attached hereto, and (ii) “Transferred Existing FF&E” shall mean all of the Existing Tenant’s furniture, fixtures, equipment and other personal property that are located in the Cafeteria Space and are other than the Non-Transferred Existing FF&E. Tenant hereby acknowledges that (A) the Existing Tenant currently operates the Cafeteria Space as a café restaurant open to the general public, (B) as further described in Section 7 below, it is Tenant’s intention to operate a Cafeteria (as defined in Section 7 below) from the Cafeteria Space utilizing the Transferred Existing FF&E, and (C) in furtherance of the same, and as a condition precedent to the effectiveness of this Second Amendment as set forth in Section 2 above, Tenant and the Existing Tenant shall execute and deliver to each other the Café Agreement on or before the day immediately prior to the Early Termination Date. As such, Tenant shall have the right, subject to the provisions of this Section 6 hereinbelow, to use the Transferred Existing FF&E effective from and after the date Landlord delivers possession of the Cafeteria Space to Tenant. Landlord makes no representation or warranty as to the extent of the Existing Tenant’s rights, title and interest in the Transferred Existing FF&E. Tenant shall indemnify, defend and hold Landlord, and its members, partners, submembers and subpartners, and their respective officers, agents, property managers, employees, and independent contractors (collectively, the “Landlord Parties”), harmless from and against any and all Claims arising from or in connection with the use of the Transferred Existing FF&E by Tenant or any of Tenant’s agents, licensees, subtenants, assignees, employees, contractors or invitees (collectively, the “Tenant Parties”). In addition, as between Landlord and Tenant, Tenant is taking the Transferred Existing FF&E “AS IS AND WITH ALL FAULTS” and without warranty of any kind, express or implied, including without limitation, warranty of title, warranty of merchantability or warranty of fitness for a particular purpose, or any warranty concerning the condition or operability of the Transferred Existing FF&E or its present or future suitability for Tenant’s or any future assignee’s or user’s purposes.
Sample 1
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Related to Transferred Existing FF&E

  • Other Assets Sold Upon receipt of Instructions and except as otherwise provided herein, the Custodian shall receive payment for and deliver other Assets for the account of a Fund as provided in Instructions.

  • Transferred Contracts The Transferred Contracts listed on Exhibit C are all of the contracts between Aradigm and any Third Party currently necessary for or primarily related to, the operation of the Business, and true and complete copies of all such Transferred Contracts have been delivered or made available to Purchaser or its representatives. Each Transferred Contract is in full force and effect and, to Aradigm’s knowledge, Aradigm is not subject to any default thereunder, nor, to Aradigm’s knowledge, is any party obligated to Aradigm pursuant to any such Transferred Contract subject to any default thereunder. Aradigm has neither breached, violated or defaulted under, nor received notice that Aradigm has breached, violated or defaulted under, any of the terms or conditions of any Transferred Contract. Aradigm has obtained, or will obtain prior to the Closing, all necessary consents, waivers and approvals of parties to any Transferred Contract as are required thereunder in connection with the Closing, or for any such Transferred Contract to be transferred to Purchaser, and to remain in full force and effect without limitation, modification or alteration after the Closing. Following the Closing, Purchaser will be permitted to exercise all of the rights Aradigm had under the Transferred Contracts without the payment of any additional amounts or consideration other than ongoing fees, royalties or payments which Aradigm would otherwise be required to pay pursuant to the terms of such Transferred Contracts had the transactions contemplated by this Agreement not occurred.

  • PERFORMING AGENCY’S PRE-EXISTING WORKS A. To the extent that Performing Agency incorporates into the Work Product any works of Performing Agency that were created by Performing Agency or that Performing Agency acquired rights in prior to the Effective Date of this Contract (“Incorporated Pre-existing Works”), Performing Agency retains ownership of such Incorporated Pre-existing Works.

  • Transferred Assets (a) As of the Effective Time (as defined in Section 2.1) and upon the terms and conditions set forth herein, Seller will sell, assign, transfer, convey and deliver to Purchaser, and Purchaser will purchase from Seller, all of the transferable rights, title and interests of Seller in the following assets associated with the Banking Centers and identified in this Agreement and the Schedules and Exhibits hereto, and not otherwise excluded pursuant to the provisions of Subsection 1.1(b):

  • 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:

  • Closing Deliveries of Seller At the Closing, Seller shall deliver to Purchaser:

  • Seller Closing Deliverables At the Closing, Seller shall deliver to Buyer the following:

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

  • Title to Assets; Real Property (a) The Company has good and valid (and, in the case of owned Real Property, good and marketable fee simple) title to, or a valid leasehold interest in, all Real Property and personal property and other assets reflected in the Financial Statements or acquired after the Balance Sheet Date, other than properties and assets sold or otherwise disposed of in the ordinary course of business consistent with past practice since the Balance Sheet Date. All such properties and assets (including leasehold interests) are free and clear of Encumbrances except for the following (collectively referred to as “Permitted Encumbrances”):

  • Other Assets Purchased Upon receipt of Instructions and except as otherwise provided herein, the Custodian shall pay for and receive other Assets for the account of a Fund as provided in Instructions.

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