Example ContractsClausesMaterial Contracts
Material Contracts
Material Contracts contract clause examples

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. Except to the extent disclosed to Lender in the Certificate of Leases and Financial Condition, # there are no Contracts presently affecting any Property having a term in excess of one hundred eighty (180) days or not terminable by Borrowers (without penalty) on thirty (30) days’ notice, # Borrowers have heretofore delivered to Lender true, correct and complete copies of each of the Contracts together with all amendments thereto, # Borrowers are not in default beyond any applicable notice and/or cure period of any obligations under any of the Contracts, and # the Contracts represent the complete agreement between Borrowers and such other parties as to the services to be performed or materials to be provided thereunder and the compensation to be paid for such services or materials, as applicable, and except as otherwise disclosed herein, such other parties possess no unsatisfied claims against Borrowers.

Contracts. Enter into, modify, change, supplement, alter, amend or terminate, or consent to the entering into, modification, change, supplement, alteration, amendment modification or termination of, any Contract in excess of $50,000.00 (including, without limitation, any collective bargaining agreement or any other labor agreement) without Lender’s prior written consent.

Contracts. In the event that any necessary consent to cause any contract that is a Purchased Asset to be assigned to Buyer prior to the date hereof shall not have been obtained prior to the Closing Date, Seller shall use commercially reasonable efforts to obtain the necessary consents following the Closing.

Contracts. Unless otherwise expressly provided herein, references to agreements and other contractual instruments shall be deemed to include all subsequent amendments and other modifications thereto, but only to the extent such amendments and other modifications are not prohibited by the terms of any Loan Document.

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. Seller's right, title and interest in and to the contracts described in [Exhibit C] attached hereto (the "Contracts").

Contracts. The originals of all of the Contracts.

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