Prior to the Termination Date Sample Clauses

Prior to the Termination Date. 6.9.1 the Contractor will erase from any computers, storage devices and storage media that are to be retained by the Contractor after the Termination Date all Authority Data unless required under the provisions of Schedule 14 (Audit and Record Provisions); 6.9.2 the Contractor will return to the Authority such of the following as is in the Contractor’s possession or control, except where the Contractor is obliged to retain such information by Law: (a) all copies of the Authority Software and any other software licensed by the Authority to the Contractor under this Agreement; and (b) all materials created by the Contractor under this Agreement, the IPRs in which are owned by the Authority. 6.9.3 the Contractor will transfer all Authority Data (in complete, uncorrupted form) in its possession or control to the Authority save to the extent (and for the limited period) that such data is required for the purposes of providing any services to the Authority under this Schedule 21 or the Exit Plan; 6.9.4 the Contractor shall vacate any Authority Premises; and 6.9.5 each Party will return to the other Party all Confidential Information of the other Party and will certify that it does not retain the other Party’s Confidential Information save to the extent (and for the limited period) that such information needs to be retained by the Party in question for the purposes of providing or receiving any Services or Termination Services.

Prior to the Termination Date if transfer of the Project is to occur at the expiration of the full Term; or

Prior to the Termination Date. Prior to the Termination Date, and so long as ACC or a Participating Successor Servicer is the Servicer, the Trustee shall on each Distribution Date, based on the Servicer Disbursement Advice, withdraw amounts comprising Additional Funds from the Reimbursement Account and distribute such amounts in the following order of priority: (i) to the Limited Servicer, to pay accrued and unpaid Limited Servicer Fees; (ii) to the Supplemental Servicer, to pay accrued and unpaid Monthly Supplemental Servicing Fees; and (iii) the remainder, if any, to ACC or its designee or, if applicable, the Participating Successor Servicer.

Prior to the Termination Date. Tenant shall remove all branded signage (exterior and interior), branded/theme property (logo’d materials and fixtures), computers, and business records. The furniture, fixtures and equipment itemized on Exhibits “A” & “B” attached hereto, including all of Tenant’s trade fixtures ("Tenant's Property") may remain on the Premises on the Termination Date for the mutual benefit of the parties to market a turnkey operation to a future tenant. In addition, all food, beverage and disposables that can be lawfully conveyed and are not branded inventory owned by Tenant and located at the Premises (“Tenant Inventory”) may also remain pursuant to this Agreement. Together, ▇▇▇▇▇▇’s Property and Tenant Inventory shall be known herein as “Tenant FF&E”. Notwithstanding anything herein to the contrary, Tenant shall maintain ownership and interest in the Tenant FF&E until such time as Tenant may sell or transfer the Tenant FF&E to a third party, whether said third party be a future tenant of the Premises, or otherwise. Notwithstanding the foregoing, the Port Authority shall have the right to require Tenant to remove the Tenant FF&E at any time. In such case, the Port Authority shall provide written notice to Tenant and will allow Tenant up to thirty (30) calendar days for removal of the Tenant FF&E (“Removal Period”). Tenant may coordinate with Port Authority staff for access to the Premises during normal business hours and upon reasonable advance notice. Upon the 31st calendar day following the Removal Period, any and all Tenant FF&E remaining within the Premises without the prior written permission of Port Authority shall revert in ownership and control to Port Authority, free and clear of any claims by ▇▇▇▇▇▇, and at which time Tenant shall represent and warrant all Tenant FF&E is also free and clear of any third party claims, liens, or encumbrances. Within the Removal Period, Port Authority and Tenant shall perform a final walkthrough of the Premises. Tenant shall repair any damage to the Premises caused by the removal of the Tenant FF&E and shall surrender the Premises to Port Authority, broom clean and in good order, condition and repair, except for ordinary wear and tear which Tenant was not otherwise obligated to remedy under any provision of the Sublease. Tenant acknowledges that Port Authority may seek and recover from Tenant for damages to the Premises caused by removal of Tenant FF&E. It is expressly agreed and acknowledged that no bailment in the Tenant FF&E is...

Prior to the Termination Date. Each of the CMS Parties agrees that it shall, and shall cause its applicable Representatives to, appear in person or by proxy at each Shareholders Meeting and to vote all shares of Common Stock beneficially owned by such person and over which such person has voting power at the meeting in favor of each nominee and each proposal recommended by the Board and against each nominee and each proposal not recommended by the Board, as set forth in the Company’s definitive proxy statement filed in respect of each such Shareholders Meeting.

Prior to the Termination Date. On each Settlement Date prior to the Termination Date the Administrator, on behalf of the Secured Parties, shall apply the funds received by the Administrator pursuant to Section 1.03 and this Section 3.01 to the items specified in the subclauses below, in the order of priority of such subclauses: (A) to the Servicer, the amount of any Servicer Advance made during the CP Accrual Period or Yield Period (as applicable) for such Settlement Date, to the extent provided in Section 8.06. (B) to Earned Discount, CP Costs and Broken Funding Costs accrued during the Settlement Period for such Settlement Date, plus any previously accrued Earned Discount, CP Costs and Broken Funding Costs not paid; (C) to the accrued and unpaid Servicer's Fee (if Servicer is not Transferor or its Affiliate); (D) to the Program Fee and the Unused Fee accrued during the Settlement Period for such Settlement Date, plus any previously accrued Program Fee and the Unused Fee not paid; (E) to other accrued and unpaid amounts owing to Transferee, the Administrator and the other Secured Parties (other than the Insurer) hereunder (except Earned Discount on any Asset Tranche funded by a Liquidity Funding which has accrued but is not yet due under Section 3.01(b)(ii)); (F) to the purchase price of each Reinvestment made in accordance with Section 1.03(a); (G) to the reduction of Transferee's Total Investment until the Final Collection Date (as defined in the Insurance Policy), to the extent such reduction is required under Section 3.01(c); (H) to the Insurer for payment of any accrued and unpaid premiums, unutilized charges and fees owed to the Insurer and payable pursuant to Section 8.01 or 9.03 of the Insurance Policy; (I) to the accrued and unpaid Servicer's Fee (if Servicer is Transferor or its Affiliate); and (J) the balance, if any, to Transferor.

Prior to the Termination Date the Fund Manager may retain or realise such Investments as may be required to settle transactions already initiated and to pay your outstanding liabilities, including fees, costs and expenses payable under paragraph 9 above, the details of which are set out in Section 3 of these Terms and Conditions.

Prior to the Termination Date. Buyer shall consider, at its sole discretion, whether to purchase the assets (or a portion of such assets) used by the Stop & Shop Entities exclusively in connection with the Bradlees Entities and all assets used by the Stop & Shop Entities and not needed by such entities after the Termination Date (collectively, "Excess Assets") (or, if such equipment is leased by the Stop & Shop Entities, whether such lease shall be assigned to Buyer if such assignment can be effected without breaching such lease) for a price equal to the value of such equipment on the books of the Stop & Shop Entities at such time (or, in the case of the leases, Buyer shall assume, and the Stop & Shop Entities shall be released from, all obligations under such leases). Prior to the Termination Date, the Stop & Shop Entities shall provide to the Buyer a list of Excess Assets including the book value of such Excess Assets or the remaining lease payments for such Excess Assets. The parties hereto will cooperate with one another to minimize the adverse effects to both parties of compliance with this Section 11.

Prior to the Termination Date. Each of the CMS Parties covenants and agrees that it shall not, and shall not permit any of its Representatives to, directly or indirectly, alone or in concert with others, pursue, or assist any other person to initiate or pursue, any Proceedings against the Company or any of its Representatives, excluding, however, any Proceedings initiated solely to remedy a breach of or to enforce this Agreement; provided, however, that the foregoing shall not prevent any of the CMS Parties or any of their Representatives from responding to a Legal Process in connection with any Proceeding if such Proceeding has not been initiated by, or on behalf of, or at the suggestion of, any of the CMS Parties or any of their Representatives; provided, further, that in the event any of the CMS Parties or any of its Representatives receives such Legal Process, such CMS Party shall give prompt written notice of such Legal Process to the Company.