Contracts. None of Seller or, to Seller’s Knowledge any other party thereto, is in breach of or default under (or is alleged to be in breach of or default under), or has provided or received any notice of any intention to terminate, any Contract. No event or circumstance has occurred that, with notice or lapse of time or both, would constitute an event of default under any Contract relating to the Business or result in a termination thereof or would cause or permit the acceleration or other changes of any right or obligation or the loss of any benefit thereunder. There are no material disputes pending or threatened under any such Contract.

Contracts. The scope of Landlord’s Work will be divided between four (4) contracts, entered into between Landlord and The Richmond Group, with two (2) contracts for the work of constructing the Tenant Improvements (divided into a Part 1 Design/Build contract and a Part 2 (Construction guaranteed maximum price (GMP)) Design/Build contract) and two (2) contracts for the work of constructing the Base Building Work (divided into a Part 1 Design/Build contract and a Part 2 (Construction GMP) Design/Build contract). Each of the Part 1 Design/Build contracts and each of the Part 2 (Construction GMP) Design/Build contracts will be on substantially the same terms and conditions (except for scope, scheduling, and financial differences consistent with this Work Letter). For informational purposes only, Landlord shall share copies of such contracts with Tenant prior to entering into the same, but Tenant shall not have approval rights over the form or substance of such contracts. Landlord shall enter into the Part 1 Design/Build contract for the Tenant Improvements promptly following the execution of this Lease. Once executed, Landlord will provide Tenant with a copy of the Part 1 Design/Build contract and the Part 2 (Construction GMP) Design/Build contract for the Tenant Improvements and an appropriately redacted copy of the applicable parts of the construction contract for the Base Building Work.

Contracts. [Schedule 3.13] lists all of the following written or oral agreements, contracts, leases, Licenses, purchase and sales orders and binding letters of understanding (collectively, “Contracts”) to which Seller is a party that are material to its operation of the Business or by which any Acquired Asset is bound or is subject to as of the date hereof:

Contracts. Originals, or copies should originals not be available, of all of the Accepted Service Contracts.

Contracts. Seller’s interest (to the extent the same is assignable) under the “Contracts” (as defined below), other than the “Rejected Contracts” (as defined below).

Contracts. Purchaser shall notify Seller prior to the expiration of the Approval Period which of the “Contracts” (as defined below) Purchaser will require Seller to cancel at Closing (the “Rejected Contracts”), and Seller hereby agrees to cancel same not later than Closing, at Seller’s sole cost and expense. However, Purchaser shall reimburse Seller any early termination fees, cancellation fees or similar expenses paid by Seller to cancel any Rejected Contract which could have been assigned to and assumed by Purchaser at Closing if within 90 days after Closing Purchaser or an affiliate of Purchaser enters into a contract for substantially the same service with the same party or affiliate of such party who was the party to the Rejected Contract that Seller cancelled. Additionally, any Contracts which are not assignable shall be the sole responsibility of Seller, shall be cancelled by Seller on or before Closing, and Seller shall and hereby agrees to indemnify, defend and hold Purchaser harmless from any and all liability relating thereto, which indemnification obligation expressly shall survive Closing.

Contracts. The originals of all of the Contracts other than Rejected Contracts, and evidence that all Rejected Contracts have been cancelled.

Contracts. At each Closing, Purchaser shall assume each applicable Seller’s obligations arising from and after the applicable Closing Date, under the Assumed Contracts at each applicable Property; provided, however, notwithstanding anything stated to the contrary herein, Purchaser shall not be obligated to assume any of Sellers' obligations under, and Sellers shall terminate, effective as of the applicable Closing Date, # the property management agreement relative to such applicable Properties to which any Seller is a party and # all Contracts that are not Assumed Contracts.

Contracts. Seller shall not amend, modify, extend, cancel or terminate any Contract or enter into any new contract with respect to a Property or any portion thereof (except for contracts entered into by or on behalf of a Seller in the ordinary course of business that are terminable without cause, termination fee or penalty on not more than 30-days' notice), without the prior consent of Purchaser, in Purchaser’s sole discretion. Each Seller shall notify Purchaser of such Seller’s intent to take any of the foregoing actions set forth in this Section 5.2. If Purchaser under this Section 5.2 neither approves or disapproves such action within five (5) business days of receipt of notice of the same, Purchaser shall be deemed to have approved such action); provided, however, notwithstanding anything stated to the contrary herein, each Seller may, at any time without Purchaser's consent, enter into # any contract required for such Seller to comply with certain terms and provisions contained in any Lease, # any contract necessary for health and/or safety reasons relating to the Property owned by such Seller, or # any contract necessary for the maintenance of such Real Property or for any emergency repair or repairs; provided that in each case, unless Purchaser expressly agrees to assume such Contract, Seller shall terminate such Contract effective as of or prior to applicable the Closing Date and any charges accruing thereunder on or after the applicable Closing Date and through the date of actual termination (including any termination fee or penalty) shall be the responsibility of such Seller.

Contracts. Except for this Agreement, there is no Contract to which Seller or any Affiliate of Seller is a party that involves or affects the ownership of, licensing of, title to, or use of any of the Transferred Rights.