New Encumbrances Sample Clauses

New Encumbrances. Buyer shall have the right to review and approve any new exceptions to title that, if not cured, removed or otherwise remedied, would encumber the Hospital Campus Real Property at Closing to the extent such new exceptions arise after the date of the Title Report (collectively, the “New Encumbrances”). Any New Encumbrance must be either approved or disapproved by Buyer within ten (10) Business Days of Buyer’s receipt of written notice of such New Encumbrance. Any such New Encumbrance not approved or disapproved within such ten (10) Business Day period shall be deemed a Permitted Real Property Encumbrance for purposes of this Agreement. If Buyer disapproves any New Encumbrance (“Objectionable Encumbrance”) within such ten (10) Business Day period, Seller may elect (but shall not be obligated) to remove or cause to be removed, at its sole cost and expense, any Objectionable Encumbrances (other than the Removable Objections, which Seller shall in all cases be obligated to remove as exceptions to title) before any exercise by Buyer of any of the Real Property Purchase Options pursuant to the Lease. Seller shall notify Buyer in writing within ten (10) Business Days after receipt of Buyer’s notice of Objectionable Encumbrances whether Seller elects to remove such Objectionable Encumbrances (other than the Removable Objections) as described above. If Seller elects in writing not to remove one or more Objectionable Encumbrances (other than the Removable Objections), Buyer may elect, to either (a) terminate this Agreement by giving written notice to Seller within five (5) Business Days after Buyer’s receipt of Seller’s election, or (b) waive such Objectionable Encumbrances, in which event such Objectionable Encumbrances shall be deemed additional Permitted Real Property Encumbrances and the Closing shall occur as herein provided. Notwithstanding the foregoing, Seller shall be obligated at or before Closing to cause the release of the Encumbrances of all monetary Encumbrances (and exceptions removable solely by the payment of money) encumbering the Hospital Campus Real Property or any portion thereof (collectively, the “Removable Objections”).
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New Encumbrances. From and after the Effective Date, Sellers will not agree to any additional encumbrances to the Property without Buyer’s prior written consent, which may be withheld in Buyer’s sole discretion, unless such encumbrances will be released and/or satisfied by Sellers prior to or at Closing. Except for encumbrances that will be released and/or satisfied by Sellers prior to or at Closing, Sellers shall notify Buyer prior to agreeing to any additional encumbrance to the Property and Buyer shall have three (3) Business Days in which to approve or disapprove of such encumbrance. If Buyer fails to approve or disapprove of such encumbrance within three (3) Business Days after receiving notice from Sellers, Buyer shall be deemed to have approved the encumbrance.
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New Encumbrances. During the Interim Period, the Seller shall provide written notice to the Buyer of all new Encumbrances registered against Real Property.
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New Encumbrances. Prior to closing, neither Party shall enter into or grant any lien, contract, lease, sublease or similar agreement affecting the Property.
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New Encumbrances. Buyer shall have the right to object to any Title Encumbrances or survey matters first occurring after the date of the Commitment (each a “New Encumbrance”) by giving written notice of the New Encumbrance to which Buyer is objecting at any time prior to Closing, but not later than three (3) business days after discovery of the same. If Buyer does not object to any New Encumbrance by giving timely written notice as herein provided, such New Encumbrance shall be a Permitted Encumbrance. In the event Buyer gives timely written notice of objection to any New Encumbrance as herein provided, the provisions of Section 5(d) shall apply with respect thereto as if set forth herein in full. If any New Encumbrance is a Monetary Encumbrance, Seller must satisfy same on or before the Closing subject to Section 5(d).
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New Encumbrances. Prior to closing, neither party shall enter into or grant any lien, contract, lease, sublease or similar agreement affecting the Property, with the exception that at or before closing, the City may record a well access easement as described in the solicitation documents and noted below in Section 4.2.1.3.
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New Encumbrances. So long as the Senior Indebtedness has not been Paid in Full, the Subordinated Creditor agrees that no additional Encumbrances shall be granted or permitted on any asset of the Company to secure any Subordinated Indebtedness unless, subject to the terms of this Agreement, immediately after giving effect to such grant or concurrently therewith, a senior and prior Encumbrance shall be granted on such asset to secure the Senior Indebtedness (unless and to the extent the grant of such Encumbrance is otherwise waived in writing by the Senior Lender). To the extent that the foregoing provisions are not complied with for any reason, without limiting any other rights and remedies available to the Senior Lender, the Subordinated Creditor agrees that any amounts received by or distributed to it pursuant to or as a result of Encumbrances granted in contravention of this Section 2(g) shall be subject to the terms of this Agreement.
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New Encumbrances. Buyer shall have the right to review and approve any new exceptions to title that, if not cured, removed or otherwise remedied, would encumber the Hospital Campus Real Property at Closing to the extent such new exceptions arise after the date of the Title Report (collectively, the “New Encumbrances”). Any New Encumbrance must be either approved or disapproved by Buyer within ten (10) Business Days of Buyer’s receipt of written notice of such New Encumbrance. Any such New Encumbrance not approved or disapproved within such ten (10) Business Day period shall be deemed a Permitted Real Property Encumbrance for purposes of this Agreement. If Buyer disapproves any New Encumbrance (“Objectionable Encumbrance”) within such ten (10) Business Day period, Seller may elect (but shall not be obligated) to remove or cause to be removed, at its sole cost and expense, any Objectionable Encumbrances (other than the Removable Objections, which Seller shall in all cases be obligated to remove as exceptions to title) before any exercise by Buyer of any of the Execution Version US-DOCS\101960243.19
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Related to New Encumbrances

  • Title; Encumbrances Is the Property sold subject to any Encumbrances? No Yes, listed below: ■ WARNING TO SELLER: You are required to disclose all Title Encumbrances which will remain after settlement (for example, easements on your title and statutory easements for sewerage and drainage which may not appear on a title search). Failure to disclose these may entitle the Buyer to terminate the contract or to compensation. It is NOT sufficient to state "refer to title", "search will reveal", or similar. Tenancies: TENANTS NAME: ■ If the property is sold with vacant possession from settlement, insert 'Nil'. Otherwise complete details from Residential Tenancy Agreement. TERM AND OPTIONS: STARTING DATE OF TERM: ENDING DATE OF TERM: RENT: BOND: $ $ Managing Agent: AGENCY NAME: PROPERTY MANAGER: ADDRESS: SUBURB: STATE: POSTCODE: PHONE: FAX: MOBILE: EMAIL: POOL SAFETY

  • Taxes; Encumbrances At its option, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Collateral and not permitted pursuant to Section 6.02 of the Credit Agreement, and may pay for the maintenance and preservation of the Collateral to the extent any Grantor fails to do so as required by the Credit Agreement or this Agreement, and each Grantor jointly and severally agrees to reimburse the Collateral Agent on demand for any payment made or any expense incurred by the Collateral Agent pursuant to the foregoing authorization; provided, however, that nothing in this Section 4.06 shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, liens, security interests or other encumbrances and maintenance as set forth herein or in the other Loan Documents.

  • LIENS; ENCUMBRANCES Borrower acknowledges that, to the extent provided in Section 21, the grant, creation or existence of any mortgage, deed of trust, deed to secure debt, security interest or other lien or encumbrance (a "Lien") on the Mortgaged Property (other than the lien of this Instrument) or on certain ownership interests in Borrower, whether voluntary, involuntary or by operation of law, and whether or not such Lien has priority over the lien of this Instrument, is a "Transfer" which constitutes an Event of Default and subjects Borrower to personal liability under the Note.

  • Permitted Encumbrances The term “Permitted Encumbrances” shall mean:

  • Encumbrances Create, incur, assume or suffer to exist any Lien with respect to any of its property, or assign or otherwise convey any right to receive income, including the sale of any Accounts, or permit any of its Subsidiaries so to do, except for Permitted Liens.

  • No Encumbrances Borrower has good and indefeasible title to the Collateral, free and clear of Liens except for Permitted Liens.

  • Liens and Encumbrances The Company shall not directly or indirectly make, create, incur, assume or permit to exist any assignment, transfer, pledge, mortgage, security interest or other lien or encumbrance of any nature in, to or against any part of the Pledged Property or of the Company's capital stock, or offer or agree to do so, or own or acquire or agree to acquire any asset or property of any character subject to any of the foregoing encumbrances (including any conditional sale contract or other title retention agreement), or assign, pledge or in any way transfer or encumber its right to receive any income or other distribution or proceeds from any part of the Pledged Property or the Company's capital stock; or enter into any sale-leaseback financing respecting any part of the Pledged Property as lessee, or cause or assist the inception or continuation of any of the foregoing.

  • Title to Property; Encumbrances (a) The Company does not own any real property or any Structures.

  • Title to Properties; Liens and Encumbrances The Company has good and marketable title to all of its material properties and assets, both real and personal, and has good title to all its leasehold interests, in each case subject only to mortgages, pledges, liens, security interests, conditional sale agreements, encumbrances or charges created in the ordinary course of business.

  • Title to Properties; Encumbrances The Company does not currently own, nor has it ever owned (a) any real property, (b) any leasehold interests or (c) any buildings, plants, structures and/or equipment. Part 3.6 of the Seller Parties Disclosure Schedule contains a complete and accurate list of all (A) the Assets that the Company purports to own, including all of the properties and assets reflected in the Balance Sheet (except for assets held under capitalized leases disclosed or not required to be disclosed in Part 3.6 of the Seller Parties Disclosure Schedule and personal property sold since the date of the Balance Sheet, as the case may be, in the Ordinary Course of Business), and (B) all of the properties and assets purchased or otherwise acquired by the Company since the date of the Balance Sheet (except for personal property acquired and sold since the date of the Balance Sheet in the Ordinary Course of Business and consistent with past practice), which subsequently purchased or acquired properties and assets (other than inventory and short-term investments) are listed in Part 3.6 of the Seller Parties Disclosure Schedule. The Company is the sole owner and has good and marketable title (or leasehold title, as the case may be) to the Assets free and clear of all Encumbrances, and the Assets reflected in the Balance Sheet are free and clear of all Encumbrances and are not, in the case of real property, subject to any rights of way, building use restrictions, exceptions, variances, reservations, or limitations of any nature except, with respect to all such properties and assets, (i) mortgages or security interests shown on the Balance Sheet as securing specified liabilities or obligations, with respect to which no default (or event that, with notice or lapse of time or both, would constitute a default) exists, (ii) mortgages or security interests incurred in connection with the purchase of property or assets after the date of the Balance Sheet (such mortgages and security interests being limited to the property or assets so acquired), with respect to which no default (or event that, with notice or lapse of time or both, would constitute a default) exists, (iii) liens for current taxes not yet due, and (iv) Encumbrances pursuant to the Pledge Agreement (as defined below) or the Facility Agreement and (v) Encumbrances incurred in the Ordinary Course of the Business, consistent with past practice, or created by the express provisions of the Contracts, each of the type identified on Part 3.6 of the Seller Parties Disclosure Schedule (together, the “Permitted Encumbrances”). All such assets are suitable for the uses to which they are being put or have been put in the Ordinary Course of Business and are in good working order, ordinary wear and tear excepted.

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