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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. 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 Purchaser from any and all liability relating thereto, which indemnification obligation expressly shall survive Closing. The following Contracts (“Assumed Contracts”) shall not be designated as Rejected Contracts: # yellow page advertising contract, and # Otis Elevator maintenance contract. Purchaser shall assume the obligations of Seller under the Assumed Contracts arising from and after Closing. Seller represents and warrants that true, correct and complete copies of the Assumed Contracts, including any amendments thereto or modifications thereof, are attached hereto as Exhibit “I” and incorporated herein.

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

Contracts. Except for this Agreement, there is no Contract to which Seller or BPI or any Affiliate of Seller or BPI is a party or is otherwise bound by that involves or affects (or may involve or affect) the issuance of, ownership of, transfer of, licensing of, title to, or use of any of the Purchased Assets.

Contracts. Except for matters described in the Company SEC Documents that are not reasonably likely to have a Material Adverse Effect and those contracts that are substantially or fully performed or expired by their terms, the contracts listed as exhibits to or described in the Company SEC Documents that are material to the Company or any of its subsidiaries and all amendments thereto, are in full force and effect on the date hereof, and, except for Company payment obligations thereunder, neither the Company nor, to the Company’ knowledge, any other party to such contracts is in material breach of or default under any of such contracts. The Company has no contracts or agreements that would constitute a material contract as such term is defined in Item [[Identifier]](b) of Regulation S-K, except for such contracts or agreements that are filed as exhibits to or described in the Company SEC Documents.

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. The originals of all of the Contracts.

Burdensome Contracts. No Borrower or Subsidiary is party or subject to any Restrictive Agreement, except as shown on [Schedule 9.1.15] to the Disclosure Letter. No such Restrictive Agreement prohibits the execution, delivery or performance of any Loan Document by an Obligor or would otherwise reasonably be expected to have a Material Adverse Effect.

New Contracts. Seller will not enter into any contract that will be an obligation affecting any one of the Properties subsequent to the Closing, except contracts entered into in the ordinary course of business that are terminable without cause and without the payment of any termination penalty on not more than thirty (30) days’ prior notice.

Service Contracts. All Building Systems, including HVAC, elevators, main electrical, plumbing and fire/life-safety systems, shall be maintained, repaired and replaced by Tenant # in a commercially reasonable first-class condition, # in accordance with any applicable manufacturer specifications relating to any particular component of such Building Systems, # in accordance with Applicable Laws. Tenant shall contract with a qualified, experienced professional third party service companies (a "Service Contract"). Tenant shall regularly, in accordance with commercially reasonable standards, generate and maintain preventive maintenance records relating to each Building’s mechanical and main electrical systems, including life safety, elevators and the central plant (“Preventative Maintenance Records”). In addition, upon Landlord’s request, Tenant shall deliver a copy of all current Service Contracts to Landlord and/or a copy of the Preventative Maintenance Records.

Government Contracts. Company is not a party to any contract or agreement with any Governmental Authority, and the Pledged Receivables are not subject to the Federal Assignment of Claims Act (31 U.S.C. Section 3727) or any similar state or local law.

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