OPERATION OF THE PROPERTIES PRIOR TO CLOSING Sample Clauses

OPERATION OF THE PROPERTIES PRIOR TO CLOSING. The Seller shall do all of the following, from and after the date hereof through and including the Closing Date:
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OPERATION OF THE PROPERTIES PRIOR TO CLOSING. (a) Each Seller shall operate, manage and maintain its Property in a reasonable, professional and prudent manner, and shall use reasonable efforts to cause it to be kept in substantially the condition that exists as of the date of this Agreement, reasonable wear and tear excepted. From the date hereof until the Closing Date, Seller shall maintain in full force and effect the casualty, liability and rent and/or business interruption insurance policies currently in effect with respect to the Property (or policies providing comparable coverage).
Sample 1
OPERATION OF THE PROPERTIES PRIOR TO CLOSING. From the date hereof until the Closing, or the termination of this Agreement, whichever shall first occur, Seller shall (and shall cause the LLC to) (a) continue to operate the Properties in the manner in which it presently operates the Properties; (b) perform and/or comply with all of Seller's obligations under the Leases and Contracts; (c) not apply any tenant security deposits or draw upon any letters of credit posted by a tenant as security without Buyer's written -9- consent; (d) maintain the existing insurance covering the Properties or if any of such policies is expiring such policies shall be replaced with new policies containing the same coverage; (e) not place any mortgage or any other encumbrance, easement, covenant, condition, right-of-way or restriction on the Properties without Buyer's written consent; (f) not intentionally take any action that has a material adverse effect on title to any of the Properties as same exist on the date hereof; (g) not remove any of the Personal Property unless Seller replaces the same with personal property of the same quality and utility; (h) continue to maintain the Properties in their present order and condition, make all reasonably necessary repairs, replacements and/or improvements thereto (including any repairs, replacements and/or improvements necessary to cure any violation notices issued prior to the date of this Agreement ("Existing Violations") by any governmental authority) and deliver the Properties at the Closing in substantially the same condition they are in on the date of this Agreement (but free and clear of any Existing Violations), reasonable wear and tear and damage by fire or other casualty or by condemnation excepted; (i) give prompt written notice to Buyer of any fire or other casualty affecting any of the Properties after the date of this Agreement; (j) deliver to Buyer, promptly after receipt or issuance by Seller, copies of (i) all written default and other material notices to and from Tenants of the Properties; (ii) all written default and other material notices from the service providers under any Contracts; and (iii) all written notices of any violations issued by governmental authorities with respect to the Properties and any other material notices received from any governmental authority with respect to the Properties; (k) maintain in full force and effect all Approvals and timely apply for renewals of all such Approvals which will expire before the Closing; (l) not alter, amend o...
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Related to OPERATION OF THE PROPERTIES PRIOR TO CLOSING

  • Operations Prior to Closing Between the date of the execution of this Agreement and Closing:

  • Events Prior to Closing (a) Upon execution hereof or as soon thereafter as practical, management of AAI and QMT shall execute, acknowledge and deliver (or shall cause to be executed, acknowledged and delivered) any and all certificates, opinions, financial statements, schedules, agreements, resolutions, rulings or other instruments required by this Agreement to be so delivered, together with such other items as may be reasonably requested by the parties hereto and their respective legal counsel in order to effectuate or evidence the transactions contemplated hereby, subject only to the conditions to Closing referenced hereinbelow.

  • Actions Prior to Closing From the date hereof until the Closing Date, Contributor shall not take any action or fail to take any action the result of which could (1) have a material adverse effect on the Contributed Interests or the Operating Partnership’s ownership thereof, or any Material Adverse Effect on any Contributed Entity or Property after the Closing Date or (2) cause any of the representations and warranties contained in this Section 2.2 to be untrue as of the Closing Date.

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • The Properties 3.1 All of the Properties are in England, Wales or Scotland.

  • OBLIGATIONS PRIOR TO CLOSING From the date of this Agreement through the Closing:

  • Title to the Properties Borrower will warrant and defend (a) the title to each Individual Property and every part thereof, subject only to Liens permitted hereunder (including Permitted Encumbrances) and (b) the validity and priority of the Liens of the Mortgages and the Assignments of Leases on the Properties, subject only to Liens permitted hereunder (including Permitted Encumbrances), in each case against the claims of all Persons whomsoever. Borrower shall reimburse Lender for any losses, costs, damages or expenses (including reasonable attorneys' fees and court costs) incurred by Lender if an interest in any Individual Property, other than as permitted hereunder, is claimed by another Person.

  • Title to Properties; Priority of Liens Each Borrower and Subsidiary has good and marketable title to (or valid leasehold interests in) all of its Real Estate, and good title to all of its personal Property, including all Property reflected in any financial statements delivered to Agent or Lenders, in each case free of Liens except Permitted Liens. Each Borrower and Subsidiary has paid and discharged all lawful claims that, if unpaid, could become a Lien on its Properties, other than Permitted Liens. All Liens of Agent in the Collateral are duly perfected, first priority Liens, subject only to Permitted Liens that are expressly allowed to have priority over Agent’s Liens.

  • Conduct of Business Prior to Closing Except as otherwise expressly required or contemplated by this Agreement or applicable Law, or with the prior written consent of the Investor, between the date of this Agreement and the Closing, the Company shall, and the Company shall cause each Company Subsidiary to:

  • Conduct Prior to Closing Without in any way limiting any other obligations of the Vendor hereunder, during the period from the date hereof to the Time of Closing:

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