Option Properties Clause Samples

Option Properties. At Closing Time, the agreements pursuant to which the Operating Partnership will have the option and/or right of first refusal to purchase certain properties (or interests therein) listed on Schedule D annexed hereto that are not being acquired by the Operating Partnership pursuant to the Formation Transactions, will have been duly and validly authorized, executed and delivered by the parties thereto and will be valid and binding agreements, enforceable in accordance with their terms, subject as to enforceability to applicable bankruptcy, insolvency, reorganization and other similar laws affecting creditors' rights generally and to general equitable principles.
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Option Properties. Prepare complete presentation packages on each option property owned by ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ III, including 1733 Ocean, Western Asset Plaza, Water's Edge, as well as Solana. Consultant will organize the process for consideration of the acquisition of each of these properties by the Board of Directors of the Company in a thorough manner, and this task shall be completed upon doing so. It is agreed that Consultant's completion of this task is not dependent on the Board's final approval of the acquisition of any or all of the option properties.
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Option Properties. Pursuant to the Option Agreements, Seller holds options to purchase the Option Property, described on Exhibit C, which exhibit is incorporated herein by reference, and all improvements, fixtures, Personal Property, Intangible Property rights and appurtenant rights and interests located on, affixed to, or used in connection therewith (each a “Purchase Option”).
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Option Properties. 8.1 At the Closing, each of the owner(s) of certain option properties set forth in SCHEDULE 8.1 (the "OPTION PROPERTIES") and CRLP or its designee shall enter into an agreement (the "OPTION AGREEMENT") in recordable form, which form shall include without limitation, a right of inspection provision similar to Section 3.1(d) with the due diligence period to be agreed upon by the parties, and all the applicable representations and warranties set forth in Section 5 of this Agreement and which form shall be mutually agreed upon by the parties hereto. An Option Agreement shall be recorded against each of the Option Properties at Closing in the county land records in which such Option Properties are located.
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Option Properties. 8.1 At the Closing, CRLP shall loan to the record owner(s) of the Option Properties the sum of Eleven Million Six Hundred Thousand ($11,600,000) Dollars (the "Option Loan"), which Option Loan shall be on terms and conditions set forth in, and evidenced by, a note and shall be secured by, among other things, a cross-collateralized and cross-defaulted mortgage (the "Option Mortgage") together with note and mortgage modification, consolidation and spreader agreements to preserve the existing liens encumbering the Option Properties, title to which shall be subject to the encumbrances set forth in Section 4.1(a) through (k) and on Schedule 8.1-a annexed hereto, a joint and several guaranty given by M. Berger, Weinberg, ▇. ▇▇▇▇▇▇ and ▇▇▇▇▇ (the "Personal Option Guaranty"), UCC-1 financing statements, assignments of leases and rents, environmental indemnity and such other documents as are reasonably required by CRLP which are consistent with documents normally required by prudent lenders. All of the documents set forth in this Section 8.1 other than the environmental indemnity shall be substantially in the form of Exhibit 8.1-b. Notwithstanding the foregoing, in the event legal title to 200 remains with the Yonkers Industrial Development Authority ("YIDA"), then the documents will be modified (a) to maintain the non-recourse nature of the Option Loan to YIDA's interest in 200, (b) to provide that a default with respect to 200 will constitute a default with respect to Skyline but that a default with respect to Skyline will not constitute a default with respect to 200 and (c) the mortgage to be recorded against 200 shall be in the amount of $4,600,000 and the mortgage to be recorded against Skyline shall be in the amount of $7,000,000. In addition, the environmental indemnity shall be as reasonably agreed to by the parties. (a) The Option Mortgage shall be recorded against the Option Properties and RM shall provide CRLP or its designee with title insurance insuring the first priority lien of the Option Mortgage. (b) All costs and expenses, except fees payable to CRLP's attorneys, incurred in connection with the Option Loan shall be borne by RM, including, but not limited to, payment of a loan origination fee in the amount of Three Hundred Forty-Eight Thousand ($348,000) Dollars (the "Option Loan Origination Fee"). (c) The Option Loan shall also contain such other terms and conditions as CRLP and its counsel shall reasonably require. 8.3 At the Closing, the owner(s)...
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Option Properties. 4.1 Samedan shall have the right to participate in the initial exploratory wells ("Option Wells") that McMoRan propos▇▇ ▇n cer▇▇▇▇ of those properties and prospects that are covered by the Shell/McMoRan Asset Purchase Agreement (dated effective December 1, 1999) and the Texaco/McMoRan Exploration Agreement (dated effective January 1, 2000) (collectively, the "Option Prospects"). The Option Prospects are described further on Exhibit E. The Parties recognize that McMoRan may not be the operator of certain of the Option Prospects and, further, that there may be parties other than McMoRan having the right to propose an Option Well on certain Option Prospects. In those situations where McMoRan proposes an Option Well, then McMoRan shall issue a written proposal to participate in the Option Well (the "Option Well Proposal") to Samedan. Similarly, in the event that a working interest owner of any Option Prospect (other than McMoRan) proposes an Option Well in which McMoRan elects to participate, then McMoRan shall issue Samedan an Option Well Proposal. In either case, Samedan shall advise McMoRan, in writing, of its election to participate in the Option Well within 10 days from the date it receives the Option Well Proposal (or within two business days if there is a rig on location or if a lease covering the Option Prospect is scheduled to expire in less than fifteen business days from the date Samedan receives the Option Well Proposal). Within 30 days from the date it receives Samedan's written election to participate in the Option Well, McMoRan shall assign Samedan a twenty-five percent (25%) of 8/8ths working interest in the Option Prospect (subject to reduction for any back-in rights pursuant to the aforementioned Texaco/McMoRan Exploration Agreement or other back-in rights pursuant to any farmin or other similar type agreements); provided, however, that in no event shall McMoRan be required to assign Samedan an interest that exceeds 25/65ths of the interest that McMoRan acquires in the Option Prospect prior to any such reversions (the "Option Assignment"). (Except, however, in the event McMoRan has not, as of the time McMoRan receives Samedan's election, received an assignment of all of the interest in the Option Prospect to which it is entitled, McMoRan shall make the Option Assignment to Samedan within 30 days from the date that McMoRan receives its assignment(s).) Any Option Assignment shall be subject to any and all burdens, encumbrances, contracts, and o...
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Related to Option Properties

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • Property or Properties As the context requires, any, or all, respectively, of the Real Property acquired by the Company, either directly or indirectly (whether through joint venture arrangements or other partnership or investment interests).

  • B8 Property Where the Client issues Property free of charge to the Contractor such Property shall be and remain the property of the Client and the Contractor irrevocably licences the Client and its agents to enter upon any premises of the Contractor during normal business hours on reasonable notice to recover any such Property. The Contractor shall not in any circumstances have a lien or any other interest on the Property and the Contractor shall at all times possess the Property as fiduciary agent and bailee of the Client. The Contractor shall take all reasonable steps to ensure that the title of the Client to the Property and the exclusion of any such lien or other interest are brought to the notice of all sub-contractors and other appropriate persons and shall, at the Client’s request, store the Property separately and ensure that it is clearly identifiable as belonging to the Client.

  • Real Property Interests (a) The Owner has provided, or upon execution of this Agreement shall promptly provide to the Developer, documentation acceptable to TxDOT indicating any right, title or interest in real property claimed by the Owner with respect to the Owner Utilities in their existing location(s). Such claims are subject to TxDOT’s approval as part of its review of the Developer’s Utility Assembly as described in Paragraph 2. Claims approved by TxDOT as to rights or interests are referred to herein as “Existing Interests”. (b) If acquisition of any new easement or other interest in real property (“New Interest”) is necessary for the Adjustment of any Owner Utilities, then the Owner shall be responsible for undertaking such acquisition. The Owner shall implement each acquisition hereunder expeditiously so that related Adjustment construction can proceed in accordance with the Developer’s Project schedules. The Developer shall be responsible for its share (if any, as specified in Paragraph 6) of the actual and reasonable acquisition costs of any such New Interest (including without limitation the Owner’s reasonable overhead charges and reasonable legal costs as well as compensation paid to the landowner), excluding any costs attributable to Betterment as described in Paragraph 16(c), and subject to the provisions of Paragraph 16(e); provided, however, that all acquisition costs shall be subject to the Developer’s prior written approval. Eligible acquisition costs shall be segregated from other costs on the Owner's estimates and invoices. Any such New Interest shall have a written valuation and shall be acquired in accordance with applicable Law. (c) The Developer shall pay its share only for a replacement in kind of an Existing Interest (e.g., in width and type), unless a New Interest exceeding such standard (i) is required in order to accommodate the Project or by compliance with applicable law, or (ii) is called for by the Developer in the interest of overall Project economy. Any New Interest which is not the Developer’s cost responsibility pursuant to the preceding sentence shall be considered a Betterment to the extent that it upgrades the Existing Interest which it replaces, or in its entirety if the related Owner Utility was not installed pursuant to an Existing Interest. Betterment costs shall be solely the Owner’s responsibility. (d) For each Existing Interest located within the final Project right of way, upon completion of the related Adjustment work and its acceptance by the Owner, the Owner agrees to execute a quitclaim deed or other appropriate documentation relinquishing such Existing Interest to TxDOT, unless the affected Owner Utility is remaining in its original location or is being reinstalled in a new location within the area subject to such Existing Interest. All quitclaim deeds or other relinquishment documents shall be subject to TxDOT's approval as part of its review of the Utility Assembly as described in Paragraph 2. For each such Existing Interest relinquished by the Owner, the Developer shall do one of the following to compensate the Owner for such Existing Interest, as appropriate: (i) If the Owner acquires a New Interest for the affected Owner Utility, the Developer shall reimburse the Owner for the Developer’s share of the Owner’s actual and reasonable acquisition costs in accordance with Paragraph 16(b) and subject to Paragraph 16(c); or (ii) If the Owner does not acquire a New Interest for the affected Owner Utility, the Developer shall compensate the Owner for the Developer’s share of the fair market value of such relinquished Existing Interest, as mutually agreed between the Owner and the Developer and supported by a written valuation. The compensation, if any, provided to the Owner pursuant to either subparagraph (i) or subparagraph (ii) above shall constitute complete compensation to the Owner for the relinquished Existing Interest and any New Interest, and no further compensation shall be due to the Owner from the Developer or TxDOT on account of such Existing Interest or New Interest(s). (e) The Owner shall execute a Utility Joint Use Acknowledgment (TxDOT-U-80A) for each Adjustment where required pursuant to TxDOT policies. All Utility Joint Use Acknowledgments shall be subject to TxDOT approval as part of its review of the Utility Assembly as described in Paragraph 2.

  • Properties and Leases Except as would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect, the Company and the Company Subsidiaries have good and marketable title to all real properties and all other properties and assets owned by them, in each case free from liens, encumbrances, claims and defects that would affect the value thereof or interfere with the use made or to be made thereof by them. Except as would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect, the Company and the Company Subsidiaries hold all leased real or personal property under valid and enforceable leases with no exceptions that would interfere with the use made or to be made thereof by them.