Ownership of the Golf Clause Samples

Ownership of the Golf. Club A. During the Term and any Renewals, Owner hereby covenants that it holds good and marketable fee title to the Site and that it will have, keep, and maintain good and marketable fee title to the Golf Club free and clear of any and all liens, encumbrances or other charges (or in the event of a lease of the Golf Club, the lessee holds a valid leasehold interest in the Site) except as follows: 1. Easements or other encumbrances (other than those described in subsections 2 and 3 hereof) that do not materially and adversely affect the operation of the Golf Club by Manager and that are not prohibited pursuant to Section 8.04 of this Agreement; 2. Liens on encumbrances related to equipment used in the operation of the Golf Club; 3. Mortgages; 4. Liens for taxes, assessments, levies or other public charges not yet due or due but not yet payable or due and payable but payment is in good faith being contested; or 5. The Golf Club Lease. B. Owner shall pay and discharge, on or before the due date, any and all payments due under any Mortgage that Owner has entered into with respect to the Golf Club. Owner shall indemnify, defend, and hold Manager harmless from and against all claims, Litigation and damages arising from the failure to make any such payments as and when required; and this obligation of Owner shall survive Termination. Manager shall have no responsibility for payment of debt service due with respect to the Golf Club, from Gross Revenues or otherwise, and such responsibility shall be solely that of Owner. C. Owner covenants that, so long as Manager is not in Default under this Agreement, Manager shall quietly hold, occupy and enjoy the Golf Club throughout the Term hereof free from hindrance, ejection or molestation by Owner or other party claiming under, through or by right of Owner. Owner agrees to pay and discharge any payments and charges and, at its expense, to prosecute all appropriate actions, judicial or otherwise, necessary to assure such free and quiet occupation. D. Manager and Owner agree that during the Term, Owner may lease the Golf Club to any Person on terms and conditions acceptable to Owner in its sole and absolute discretion. Manager, Owner and Golf Club Lessee acknowledge that the Golf Club is currently leased by Owner to Golf Club Lessee pursuant to the Golf Club Lease, and Golf Club Lessee executes this Agreement to evidence its agreement that, until such time as all of Owner's obligations under this Agreement have been satisfie...
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Related to Ownership of the Golf

  • Ownership of the General Partner Teekay Holdings directly owns a 100% membership interest in the General Partner; such membership interest has been duly authorized and validly issued in accordance with the limited liability company agreement of the General Partner, as amended on or prior to the date hereof (the “General Partner LLC Agreement”), and is fully paid (to the extent required under the General Partner LLC Agreement) and nonassessable (except as such nonassessability may be affected by Section 51 of the ▇▇▇▇▇▇▇▇ Islands Limited Liability Company Act); and Teekay Holdings owns such membership interest free and clear of all Liens.

  • Ownership of Content 4.1 All materials including paper based resources, and all materials displayed on the Site and the Apps, including without limitation all information, text, materials, graphics, software, tools, results derived from the use of software and tools, advertisements, names, logos and trade marks on the paper based version, the Site and the Apps (Content) are protected by copyright, trade mark and other intellectual property laws unless otherwise indicated. 4.2 Copyright in the Site (including text, graphics, logos, icons, sounds recordings, computer code and software) and the Content is owned or licensed by Maths Circle Ltd (Company Number 09861676). Except as expressly authorised by these General Conditions, or by legislation or statute, Users must not in any form or by any means: 4.2.1 adapt, copy, reproduce, store, distribute, print, display, perform, publish or create derivative works from any part of the Content; or 4.2.2 commercialise any information, products, or services obtained from any part of the Content. 4.3 Users must not modify, copy, reproduce, republish, frame, download onto a computer, upload to a third party, post, transmit, share or distribute this Content in any way except as expressly provided for in these General Conditions or with our express prior written consent. 4.4 Users must not use the Content for commercial purposes without first obtaining our prior written consent.

  • OWNERSHIP OF THE ASSETS LNY will have exclusive and absolute ownership and control of its assets, including all assets in the Variable Account.

  • Ownership of the Property (a) The parties hereto intend that (i) for financial accounting purposes with respect to the Lessee, the Lessor Trust will be treated as the owner and lessor of an undivided interest in each Property and the Lessee will be treated as the lessee of the Property leased by it hereunder and (ii) for federal and all state and local income tax purposes, state real estate and commercial law and bankruptcy purposes, (A) the Lease will be treated as a financing arrangement, (B) the Certificate Holders and the Lenders will be deemed lenders making loans to the Lessee in an amount equal to the sum of the Certificate Holder Amounts and the outstanding principal amount of the Loans, which loans are secured by the Property and (C) the Lessee will be treated as the owner of each Property and will be entitled to all tax benefits ordinarily available to an owner of properties like each Property for such tax purposes. Nevertheless, the Lessee acknowledges and agrees that none of the Administrative Agent, the Agent Certificate Holder, the Arranger or any Participant has made any representations or warranties to the Lessee concerning the tax, accounting or legal characteristics of the Operative Documents and that the Lessee has obtained and relied upon such tax, accounting and legal advice concerning the Operative Documents as it deems appropriate. The parties hereto will not take any position inconsistent with the intentions expressed herein. (b) It is the intent of the parties hereto that this Lease grants a security interest and mortgage, as the case may be, on each Property to the Lessor Trust for the benefit of the Agent Certificate Holder, and the other Participants to secure the performance of the Lessee under and payment of all amounts under the Lease and the other Operative Documents all as more specifically set forth in Section 5 of each Lease Supplement.

  • Ownership of the Company At all times while this Parent Guarantee Agreement is in effect and while any of the obligations of the Parent Guarantor hereunder remain outstanding, one hundred percent (100%) of the outstanding capital stock of the Company shall be owned by the Parent Guarantor.