Non-Controllable Items definition
Non-Controllable Items has the meaning set forth in Section 7.4(c).
Non-Controllable Items means the minimum amount of funds in excess of amounts reserved for such matters in the Annual Budget needed to (i) pay and perform when due all of the obligations of the Company and its Subsidiaries required to be paid or performed pursuant to any notes, mortgages, loan documents, operating agreements, investment agreements, ground or other leases and reciprocal easement agreements or any other legally binding agreements: (a) to which the Company or any Subsidiary of the Company is a party or by which it or its assets are bound and (b) which have (x) been entered into prior to the date of the Merger Agreement, (y) been entered into subsequent to the date of the Merger Agreement but prior to the Effective Time (as defined in the Merger Agreement) and in accordance with the Merger Agreement or (z) been entered into at or following the Effective Time (as defined in the Merger Agreement) in accordance with the terms hereof; (ii) pay when due real estate and other taxes, utility charges and insurance premiums (and if applicable, self-insured employee benefit claims), in each case for the Company, any Subsidiary of the Company or any assets or properties of the Company or its Subsidiaries or which the Company or any Company Subsidiary is responsible for under any agreement with a joint venture partner; (iii) comply with any legal requirement now or hereafter in force which shall be applicable to all or any part of the Company, any Subsidiary of the Company or any assets or properties of the Company or its Subsidiaries (including assets or properties in which the Company or a Company Subsidiary has an indirect ownership interest) (including the making of capital expenditures to the extent required for such compliance); and
Non-Controllable Items means the minimum amount of funds needed to (a) pay and perform when due all of the obligations of the Company and the Subsidiaries under any Loans (other than the payment of costs referenced in clause (iv) of the last sentence of Section 6.6(a) that would not have been paid in the absence of the conduct referred to in such clause) and other documents to which the Company or any Subsidiary is or shall be a party or by which it or its assets are bound and which have been entered into prior hereto or in accordance with the terms hereof, (b) pay when due real estate and other taxes, utility charges and insurance premiums for the Company, any Subsidiary or any Company or Subsidiary assets, (c) comply with any legal requirement now or hereafter in force which shall be applicable to all or any part of the Company, any Subsidiary or any Company or Subsidiary assets (including the making of capital expenditures required for such compliance), (d) pay when due the fees and other amounts owing pursuant to the Property Management Agreement, (e) pay the costs and expenses of the Tax Matters Partner in accordance with Section 11.6, (f) pay amounts to be paid for indemnity pursuant to and subject to the terms of Section 6.6, including for advancement of expenses, (g) pay the cost of Emergency Situation Responses and (h) pay other costs and expenses which are not within the discretion of the Company or any Subsidiary.
Examples of Non-Controllable Items in a sentence
Pending the resolution of any such dispute, the Company Plan and Budget (including the Leasing Guidelines) then in effect shall remain in effect to the extent applicable and with respect to the specific items disapproved by any Member, increased by the greater of the CPI and three percent (3%) and by such amounts as may be necessary to account for Non-Controllable Items.
The Manager shall secure the Executive Committee’s prior approval for any expenditure that will cause any expense item to exceed the greater of $10,000 or one hundred five percent (105%) of such annual expense item set forth in the Operating Budget; provided that the approval of the Executive Committee shall not be required if such expenditure is for the payment of Non-Controllable Items or Emergency Situation Responses.
More Definitions of Non-Controllable Items
Non-Controllable Items shall have the meaning set forth in Section 10.10(a).
Non-Controllable Items means costs that are outside of the reasonable control of Operator GP, including insurance, taxes, assessments, utility costs and snow removal costs.
Non-Controllable Items means all non-controllable operating expenses of a Project, being, real estate taxes, utilities, insurance (so long as the increases are consistent with then-industry-wide insurance practices for multifamily apartments in the respective markets) and governmental assessments.
Non-Controllable Items means costs that are outside of the reasonable control of the Manager, including payments required in connection with Debt, interest, insurance and taxes and, with respect to any Acquired Properties, snow removal and utility costs.
Non-Controllable Items means insurance, taxes, assessments, homeowners’ association dues and any other recurring customary and normal operating costs acknowledged by the Executive Committee as being Non-Controllable Items.
Non-Controllable Items has the meaning for such tenn set forth in Section 4.6(b)(i).