Common use of CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD Clause in Contracts

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to request that Landlord provide or arrange financing for any Capital Addition by providing to Landlord such information about such Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000. In no event shall the portion of the material, labor charges and fixtures of the Capital Additions Cost be less than seventy-five percent (75%) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financing. (b) If Landlord finances the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended Use for such Capital Addition, including all required federal, state or local government licenses, permits, authorizations and approvals; (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to Landlord, providing for an increase in the Base Rent equal to the product of (x) the Capital Additions Cost of such Capital Addition and (y) 350 basis points in excess of the Ten-Year Treasury Rate, along with the legal description of any land obtained in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, forth the terms for Landlord's financing, and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title or leasehold shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (vi) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (x) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (y) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (vii) below); (vii) following the advance of funds, if appropriate, (x) an extended coverage owner's policy of title insurance insuring fee simple title to any land conveyed to Landlord pursuant to subparagraph (v), free and clear of all liens and encumbrances except those approved by Landlord, and (y) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may agree to provide financing; and (viii) during or following the advancement of funds, prints of architectural and engineering drawings relating, to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, the Property or any land referred to in subparagraph (iv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time.

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to request that Landlord provide or arrange financing for any Capital Addition by providing to Landlord such information about such Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000. In no event shall the portion of the material, labor charges and fixtures of the Capital Additions Cost be less than seventy-five percent (75%) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financing. (b) If Landlord finances the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended Use for such Capital Addition, including all required federal, state or local government local, Government licenses, permits, authorizations and approvals; (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to Landlord, providing for an increase in the Base Rent equal to the product of (x) the Capital Additions Cost of such Capital Addition and (y) 350 basis points in excess of the Ten-Year Treasury Rate, along with the legal description of any land obtained in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, forth the terms for Landlord's financing, financing and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title or leasehold shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (vi) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (x) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (y) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (vii) below); (vii) following the advance of funds, if appropriate, (x) an extended coverage owner's policy of title insurance insuring fee simple title to any land conveyed to Landlord pursuant to subparagraph (v), free and clear of all liens and encumbrances except those approved by Landlord, and (y) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may agree to provide financing; and (viii) during or following the advancement of funds, prints of architectural and engineering drawings relating, to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, the Property or any land referred to in subparagraph (iv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time.

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to request that Landlord provide or arrange financing for any Capital Addition by providing to Landlord such information about such Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000. In no event shall the portion of the material, labor charges and fixtures of the Capital Additions Cost be less than seventy-five percent (75%) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financing. (b) If Landlord finances the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended Use for such Capital Addition, including all required federal, state or local government licenses, permits, authorizations and approvals; (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to Landlord, providing for an increase in the Base Rent equal to the product of (x) the Capital Additions Cost of such Capital Addition and (y) 350 basis points in excess of the Ten-Year Treasury Rate, along with the legal description of any land obtained in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, setting forth the terms for Landlord's financing, financing and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title or leasehold shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (vi) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (x) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (y) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (vii) below); (vii) following the advance of funds, if appropriate, (x) an extended coverage owner's policy of title insurance insuring fee simple title to any land conveyed to Landlord pursuant to subparagraph (v), free and clear of all liens and encumbrances except those approved by Landlord, and (y) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may agree to provide financing; and (viii) during or following the advancement of funds, prints of architectural and engineering drawings relating, to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, the Property or any land referred to in subparagraph (iv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time.

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to may request that Landlord provide or arrange financing for any Capital Addition expected to cost in excess of $250,000 by providing to Landlord such information about such Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 30 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000250,000. In no event shall the portion of the material, labor charges and fixtures of the Capital Additions Cost be less than seventy-five percent (75%) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice Notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financing. (b) If Landlord finances the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended Use for such Capital Addition, including all required federal, state or local government licenses, permits, authorizations and approvals; (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to LandlordLandlord and Tenant, providing for an increase in the Base Rent equal to on the product of (x) the Capital Additions Cost of such Capital Addition terms and (y) 350 basis points conditions determined in excess of the Ten-Year Treasury Rateaccordance with Section 11.2(a), along with the legal description of any land obtained in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, setting forth the terms for Landlord's financing, financing and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title or leasehold shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (vi) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (x) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (y) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (vii) below); (vii) following the advance of funds, if appropriate, (x) an extended coverage owner's policy of title insurance insuring fee simple title to any land conveyed to Landlord pursuant to subparagraph (v), free and clear of all liens and encumbrances except those approved by Landlord, and (y) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may agree to provide financing; and (viii) during or following the advancement of funds, prints of architectural and engineering drawings relating, relating to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, covering the Property or any land referred to in subparagraph (iv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time. (d) If Landlord finances the cost of any such Capital Addition, Tenant will reimburse Landlord for all reasonable fees, costs and expenses (including fees and costs of in-house and outside attorneys) incurred by Landlord in connection therewith. (e) Notwithstanding anything to the contrary in this Section 11.2, the provisions of this Section 11.2 shall have no application to the 2002 Project.

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to request that Landlord provide or arrange financing for any Capital Addition which is reasonably expected to cost in excess of $50,000 by providing to Landlord such information about such the Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 30 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the an increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000. In no event shall the portion of the such Capital Additions cost constituting charges for material, labor charges and fixtures of the Capital Additions Cost be comprise less than seventyeighty-five percent (7585%) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financingAdditions Cost. (b) If Landlord finances elects to finance the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended Use for such Capital Addition, including all required federal, state or local government licenses, permits, authorizations and approvals; (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable line-item detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to Landlord, providing for an increase the change in the Base Rent equal to the product of (x) the Capital Additions Cost of such Capital Addition and (y) 350 basis points in excess of the Ten-Year Treasury RateRent, along with the legal description of any land obtained or leased in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, forth the terms for Landlord's financing, and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title (or leasehold leasehold, if applicable) shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (viv) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (xX) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (yY) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (viivi) below); (viivi) following the advance of funds, if appropriate, (xX) an extended coverage owner's policy of title insurance insuring fee simple title (or, if applicable, Landlord's leasehold interest) to any land conveyed (or leased) to Landlord pursuant to subparagraph (viv), free and clear of all liens and encumbrances except those approved by Landlord, and (yY) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may agree to provide financing; and (viiivii) during or following the advancement of funds, prints of architectural and engineering drawings relating, relating to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement amendment and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, covering the Property or any land referred to in subparagraph (ivv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time.

CAPITAL ADDITIONS FINANCED OR PAID FOR BY LANDLORD. (a) Tenant shall be required to request that Landlord provide or arrange financing for any Capital Addition by providing to Landlord such information about such Capital Addition as Landlord may reasonably request. Landlord may, but shall be under no obligation to, meet the request, and within 60 days of receipt of such information, Landlord shall notify Tenant as to whether it will finance the proposed Capital Addition and, if so, the terms and conditions upon which it would do so, including the terms of any amendment to this Lease (including, without limitation, the increase in Base Rent described in clause (iii) of subparagraph (b), below to compensate Landlord for the additional funds advanced by it). Notwithstanding the foregoing, Landlord shall not finance the cost of any proposed Capital Addition if such cost is less than $25,000100,000. In no event shall the portion of the material, labor charges and fixtures of the Capital Additions Cost be less than seventy-five percent (7575 %) of the total amount of such cost. Tenant shall, within thirty (30) days of Tenant's receipt of Landlord's affirmative notice that Landlord will finance the proposed Capital Addition, give Landlord a notice accepting or rejecting Landlord's proposed financing. (b) If Landlord finances the Capital Additions Cost of the proposed Capital Addition, Tenant shall provide Landlord with the following (unless waived by Landlord in writing): (i) prior to any disbursement of funds, such information, certificates, licenses, permits, authorizations, evidence of zoning and other documents reasonably requested by Landlord, or by any third party lender with whom Landlord has agreed or may agree to provide financing, as necessary to confirm that Tenant will be able to use the Capital Addition upon completion thereof in accordance with the Primary Intended intended Use for such Capital Addition, including all required federal, state or local government licenses, permits, authorizations and approvals;. (ii) prior to any disbursement of funds, an Officer's Certificate and, if requested, a certificate from Tenant's architect, setting forth in reasonable detail the projected (or actual, if available) Capital Additions Cost; (iii) prior to or coincident with the first disbursement of funds, an amendment to this Lease (together with a memorandum thereof in recordable form), duly executed and acknowledged, in form and substance reasonably satisfactory to Landlord, providing for an increase in the Base Rent equal to the product of (x) the Capital Additions Cost of such Capital Addition and (y) 350 basis points in excess of the Ten-Year Treasury RateRate determined as of the date of such amendment to the Lease, along with the legal description of any land obtained in connection with such Capital Addition and such other provisions as may be necessary or appropriate; (iv) prior to or coincident with the first disbursement of funds, a construction and development agreement setting, setting forth the terms for Landlord's financing, financing and Tenant's construction of such Capital Additions; (v) prior to or coincident with payment for any land obtained in connection with such Capital Addition, a deed conveying to Landlord title to such land, or, if applicable, a ground lease on terms acceptable to Landlord, which title or leasehold shall be free and clear of any liens, encumbrances or other exceptions to or matters affecting title except those approved by Landlord, and, upon completion of the Capital Addition, a final as-built survey thereof reasonably satisfactory to Landlord; (vi) during construction and following completion of the Capital Addition, endorsements to any outstanding policy of title insurance covering the Property, or commitments therefor reasonably satisfactory in form and content to Landlord (x) updating the same without any additional exception except such as may be reasonably permitted by Landlord and (y) adding to its coverage any land acquired or leased in connection with such 33 40 Capital Addition and increasing the coverage thereof by an amount equal to the Fair Market Value of the Capital Addition (except to the extent covered by the owner's policy of title insurance referred to in subparagraph (vii) below); (vii) following the advance of funds, if appropriate, (x) an extended coverage owner's policy of title insurance insuring fee simple title to any land conveyed to Landlord pursuant to subparagraph (v), free and clear of all liens and encumbrances except those approved by Landlord, and (y) a lender's policy of title insurance reasonably satisfactory in form and substance to Landlord and to any Lender with whom Landlord has agreed or may may. agree to provide financing; and (viii) during or following the advancement of funds, prints of or architectural and engineering drawings relating, relating to the Capital Addition and such other certificates (including, but not limited to, endorsements increasing the insurance coverage, if any, at the time required by Section 14.1), documents, opinions of or counsel, appraisals, surveys, certified copies of duly adopted resolutions of the board of directors of Tenant authorizing the execution and delivery of the lease amendment, construction and development agreement and any other instruments as may be reasonably required by Landlord and any lender from whom Landlord has agreed or may agree to obtain financing. (c) Any new mortgage or supplement to any existing mortgage entered into by Landlord with any lending institution covering, covering the Property or any land referred to in subparagraph (iv) above shall be subject to the rights of Tenant under this Lease, as this Lease may be amended from time to time. (d) If Landlord finances the cost of any such Capital Addition, Tenant will reimburse Landlord for all fees, costs and expenses (including fees and costs of in-house and outside attorneys) incurred by Landlord in connection therewith.