Capital Expenditures Account. At the commencement of the Initial Term, Landlord shall deposit in an interest bearing account maintained by Tenant (the "CAPITAL 23 30 EXPENDITURE ACCOUNT") the amount of $265,687.00 for the purpose of funding repairs, replacements and capital improvements to be made on the Premises from time to time. The Capital Expenditure Account shall be with Genesee Regional Bank, a New York State Chartered Commercial Bank ("GENESEE") for so long as, in the exercise of Tenant's reasonable discretion from time to time, Genesee has sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss. If at any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant shall have the right to move all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Term, and sixty (60) days of the first day of each Lease Year thereafter, Tenant shall make additional deposits (the "Capital Expenditure Deposits") in the Capital Expenditure Account in an amount equal to 3% of Tenant's annual revenue generated from Tenant's ordinary course business operations at the Premises. Tenant may withdraw monies deposited in the Capital Expenditure Account for the purpose of making repairs, replacements and capital improvements on the Premises to be applied as follows: first, as required to comply with the provisions of this Lease and, second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account shall be deemed to be a part of the Premises. 5.6.1 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE"), Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (or Lease Years, if necessary to ensure that Tenant receives full credit for any Capital Expenditure Difference). 5.6.2 Any interest that accrues on the funds in the Capital Expenditure Deposit while in the Capital Expenditure Account shall at all times remain the property of Tenant, and Tenant shall have the right to withdraw any interest earned from time to time. 5.6.3 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property. 5.6.4 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
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Capital Expenditures Account. At the commencement of the Initial TermIn addition to any other deposit required under this Lease, Landlord shall deposit in an interest bearing account maintained by Tenant (the "CAPITAL 23 30 EXPENDITURE ACCOUNT") the amount of $265,687.00 for the purpose of funding repairs, replacements and capital improvements to be made on the Premises from time to time. The Capital Expenditure Account shall be with Genesee Regional Bank, a New York State Chartered Commercial Bank ("GENESEE") for so long as, in the exercise of Tenant's reasonable discretion from time to time, Genesee has sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss. If at any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant shall have the right to move all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Term, and sixty (60) days of the first day of each Lease Year thereafterdate hereof, Tenant shall make additional deposits (an initial deposit of $80,000 into the "Capital Expenditure Deposits"Expenditures Account. The Capital Expenditures Account shall be maintained with a Lending Institution reasonably satisfactory to Landlord or with any Facility Mortgagee, and, for purposes of Section 11.3.1.2(b) above and the other terms of this Lease, Landlord shall, with respect to each Capital Expenditures Deposit, keep records allocating such deposit to the appropriate Leased Property(ies) hereunder. Landlord shall not be liable to Tenant or any other Person for any decline in the value of the funds held in the Capital Expenditure Expenditures Account. Furthermore, neither Landlord nor any Facility Mortgagee shall bear responsibility for the financial condition of, nor any act or omission by, any Lending Institution at which the Capital Expenditures Account in an amount equal to 3% of Tenant's annual revenue generated is located. The interest from Tenant's ordinary course business operations at deposits into the Premises. Tenant may withdraw monies deposited Capital Expenditures Account shall be retained in the Capital Expenditure Expenditures Account for the purpose of making repairs, replacements and capital improvements on the Premises to be applied as follows: firstin accordance with the terms of this Section 11.3. Tenant hereby grants to Landlord a first priority security interest in the Capital Expenditures Account pursuant to the Uniform Commercial Code (the “UCC”) of the State whose laws govern the perfection of such security interest, as required to comply with and the provisions of this Lease and, second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account Section 21.1.
1.1 below shall be deemed applicable to be a part such security interest. Upon the occurrence of the Premises.
5.6.1 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE")Event of Default, Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (Landlord or Lease Years, if necessary to ensure that Tenant receives full credit for any Capital Expenditure Difference).
5.6.2 Any interest that accrues on the Facility Mortgagee may apply any funds held in the Capital Expenditure Deposit while Expenditures Account to cure such Event of Default or on account of any damages suffered or incurred by Landlord in connection therewith. In connection with any assignment of Landlord’s interest under this Lease, the assigning Landlord or any predecessor shall have the right, and the obligation, to transfer all amounts in the Capital Expenditure Expenditures Account and still in its possession or control to such assignee and, upon such transfer, the assigning Landlord or any such predecessor, as the case may be, transferring any such amounts shall at thereupon be completely released from all times remain the property of Tenantliability with respect to such amounts so transferred, and Tenant shall have the right look solely to withdraw any interest earned from time to timesaid assignee in reference thereto.
5.6.3 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property.
5.6.4 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
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Capital Expenditures Account. At 5.6.1 Commencing on the commencement fifteenth (15th) day of the second full month of the Initial TermTerm and every fifteenth (15th) day of each month during the Term thereafter, Landlord Tenant shall deposit in an interest bearing account maintained by Tenant (the "CAPITAL 23 30 EXPENDITURE DEPOSITS") in an interest-bearing account (the "CAPITAL EXPENDITURE ACCOUNT") an amount equal to three percent (3%) of the amount gross revenues generated from Tenant's ordinary course of $265,687.00 for the purpose of funding repairs, replacements and capital improvements to be made on business operations at the Premises from time during the previous month; provided, however, that calculation of the Capital Expenditure Deposits shall not include any revenues attributable to timetherapy services or home health agency services. The Except to the extent otherwise required by any Permitted Mortgage Lender, the Capital Expenditure Account shall be maintained with Genesee Regional Bank, a New York State Chartered Commercial Bank ("GENESEE") for so long as, in the exercise of Tenant's reasonable discretion from time to time, Genesee has sufficient financial strength and stability to assure reasonably guaranty that funds deposited with it will not be subject to risk of loss. If at any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant shall have the right to move all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Term, and sixty (60) days of the first day of each Lease Year thereafter, Tenant shall make additional deposits (the "Capital Expenditure Deposits") in the The Capital Expenditure Account in an amount equal shall be used for funding repairs, replacements and capital improvements to 3% of Tenant's annual revenue generated be made on the Premises from Tenant's ordinary course business operations at the Premisestime to time. Tenant may withdraw monies deposited in the Capital Expenditure Account for the purpose of making repairs, replacements and capital improvements on the Premises Premises, to be applied as follows: first, as required to comply with the provisions of this Lease andrelating to repairs, replacements and capital improvements to be made on the Premises, and second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account shall be deemed to be a part of the Premises.
5.6.1 5.6.2 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE"), Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (or Lease Years, if necessary to ensure that months until Tenant receives full credit for any Capital Expenditure Difference).
5.6.2 5.6.3 Any interest that accrues on the funds in the Capital Expenditure Deposit while in the Capital Expenditure Account shall at all times remain the property of Tenant, and Tenant shall have the right to withdraw any interest earned from time to time.
5.6.3 5.6.4 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property.
5.6.4 5.6.5 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
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Capital Expenditures Account. At the commencement The Capital Expenditures Account shall be maintained with a Lending Institution reasonably satisfactory to Landlord or with any Facility Mortgagee. Except for losses resulting solely and directly from any negligence or willful misconduct of the Initial TermLandlord, Landlord shall deposit not be liable to Tenant or any other Person for any decline in an the value of the funds held in the Capital Expenditures Account. Furthermore, neither Landlord nor any Facility Mortgagee shall bear responsibility for the financial condition of, nor any act or omission by, any Lending Institution at which the Capital Expenditures Account is located. The interest bearing account maintained by from deposits into the Capital Expenditures Account shall be retained in the Capital Expenditures Account to be applied in accordance with the terms of this Section 11.3. Tenant hereby grants to Landlord a first priority security interest in the Capital Expenditures Account pursuant to the Uniform Commercial Code (the "CAPITAL 23 30 EXPENDITURE ACCOUNTUCC") of the amount State whose laws govern the perfection of $265,687.00 for such security interest, and the purpose provisions of funding repairs, replacements and capital improvements to be made on the Premises from time to time. The Capital Expenditure Account Section 21.1.
1.1 below shall be with Genesee Regional Bankapplicable to such security interest. Upon the occurrence of any Potential Default or any Event of Default, a New York State Chartered Commercial Bank ("GENESEE") for so long as, Landlord or any Facility Mortgagee may apply any funds held in the exercise Capital Expenditures Account to cure such Potential Default or Event of TenantDefault or on account of any damages suffered or incurred by Landlord in connection therewith. In connection with any assignment of Landlord's reasonable discretion from time to timeinterest under this Lease, Genesee has sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss. If at the assigning Landlord or any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant predecessor shall have the right right, to move transfer all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Term, and sixty (60) days of the first day of each Lease Year thereafter, Tenant shall make additional deposits (the "Capital Expenditure Deposits") amounts in the Capital Expenditure Expenditures Account and still in an amount equal its possession or control to 3% of Tenant's annual revenue generated from Tenant's ordinary course business operations at such assignee and, upon such transfer, the Premises. Tenant may withdraw monies deposited in the Capital Expenditure Account for the purpose of making repairs, replacements and capital improvements on the Premises to be applied as follows: firstassigning Landlord or any such predecessor, as required the case may be, transferring any such amounts shall thereupon be completely released from all liability with respect to comply with the provisions of this Lease and, second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account shall be deemed to be a part of the Premises.
5.6.1 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE"), Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (or Lease Years, if necessary to ensure that Tenant receives full credit for any Capital Expenditure Difference).
5.6.2 Any interest that accrues on the funds in the Capital Expenditure Deposit while in the Capital Expenditure Account shall at all times remain the property of Tenantamounts so transferred, and Tenant shall have the right look solely to withdraw any interest earned from time to timesaid assignee in reference thereto.
5.6.3 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property.
5.6.4 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
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Samples: Master Lease Agreement (Capital Senior Living Corp)
Capital Expenditures Account. At the commencement of the Initial Term, Landlord shall deposit in an interest bearing account maintained by Tenant (the "CAPITAL 23 30 EXPENDITURE ACCOUNT") the amount of $265,687.00 for the purpose of funding repairs, replacements and capital improvements to be made on the Premises from time to time. The Capital Expenditure Expenditures Account shall be maintained with Genesee Regional Banka Lending Institution reasonably satisfactory to Landlord or with any Facility Mortgagee, a New York State Chartered Commercial Bank ("GENESEE"and, for purposes of Section 11.3.1.2(b) above and the other terms of this Lease, Landlord shall, with respect to each Capital Expenditures Deposit, keep records allocating such deposit to the appropriate Leased Property(ies) hereunder. Landlord shall not be liable to Tenant or any other Person for so long as, any decline in the exercise value of Tenant's reasonable discretion the funds held in the Capital Expenditures Account. Furthermore, neither Landlord nor any Facility Mortgagee shall bear responsibility for the financial condition of, nor any act or omission by, any Lending Institution at which the Capital Expenditures Account is located. The interest from time deposits into the Capital Expenditures Account shall be retained in the Capital Expenditures Account to timebe applied in accordance with the terms of this Section 11.3. Tenant hereby grants to Landlord a first priority security interest in the Capital Expenditures Account pursuant to the Uniform Commercial Code (the “UCC”) of the State whose laws govern the perfection of such security interest, Genesee has sufficient financial strength and stability the provisions of Section 21.1.
1.1 below shall be applicable to reasonably guaranty that such security interest. Upon the occurrence of any Event of Default, Landlord or any Facility Mortgagee may apply any funds deposited held in the Capital Expenditures Account to cure such Event of Default or on account of any damages suffered or incurred by Landlord in connection therewith. In connection with it will not be subject to risk any assignment of loss. If at Landlord’s interest under this Lease, the assigning Landlord or any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant predecessor shall have the right to move all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Termright, and sixty (60) days of the first day of each Lease Year thereafterobligation, Tenant shall make additional deposits (the "Capital Expenditure Deposits") to transfer all amounts in the Capital Expenditure Expenditures Account and still in an amount equal its possession or control to 3% of Tenant's annual revenue generated from Tenant's ordinary course business operations at such assignee and, upon such transfer, the Premises. Tenant may withdraw monies deposited in the Capital Expenditure Account for the purpose of making repairs, replacements and capital improvements on the Premises to be applied as follows: firstassigning Landlord or any such predecessor, as required the case may be, transferring any such amounts shall thereupon be completely released from all liability with respect to comply with the provisions of this Lease and, second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account shall be deemed to be a part of the Premises.
5.6.1 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE"), Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (or Lease Years, if necessary to ensure that Tenant receives full credit for any Capital Expenditure Difference).
5.6.2 Any interest that accrues on the funds in the Capital Expenditure Deposit while in the Capital Expenditure Account shall at all times remain the property of Tenantamounts so transferred, and Tenant shall have the right look solely to withdraw any interest earned from time to timesaid assignee in reference thereto.
5.6.3 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property.
5.6.4 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
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Capital Expenditures Account. At the commencement The Capital Expenditures Account shall be maintained with a Lending Institution reasonably satisfactory to Landlord or with any Facility Mortgagee. Except for losses resulting solely and directly from any negligence or willful misconduct of the Initial TermLandlord, Landlord shall deposit not be liable to Tenant or any other Person for any decline in an interest bearing account maintained by Tenant (the "CAPITAL 23 30 EXPENDITURE ACCOUNT") value of the amount of $265,687.00 funds held in the Capital Expenditures Account. Furthermore, neither Landlord nor any Facility Mortgagee shall bear responsibility for the purpose of funding repairsfinancial condition of, replacements and capital improvements to be made on nor any act or omission by, any Lending Institution at which the Premises from time to timeCapital Expenditures Account is located. The interest from deposits into the Capital Expenditure Expenditures Account shall be with Genesee Regional Bank, a New York State Chartered Commercial Bank ("GENESEE") for so long as, retained in the exercise Capital Expenditures Account to be applied in accordance with the terms of Tenant's reasonable discretion from time this Section 11.3. Tenant hereby grants to timeLandlord a first priority security interest in the Capital Expenditures Account pursuant to the Uniform Commercial Code (the “UCC”) of the State whose laws govern the perfection of such security interest, Genesee has sufficient financial strength and stability the provisions of Section 21.1.1.1 below shall be applicable to reasonably guaranty that such security interest. Upon the occurrence of any Potential Default or any Event of Default, Landlord or any Facility Mortgagee may apply any funds deposited held in the Capital Expenditures Account to cure such Potential Default or Event of Default or on account of any damages suffered or incurred by Landlord in connection therewith. In connection with it will not be subject to risk any assignment of loss. If at Landlord’s interest under this Lease, the assigning Landlord or any time Tenant deems, in Tenant's reasonable discretion, that Genesee does not have sufficient financial strength and stability to reasonably guaranty that funds deposited with it will not be subject to risk of loss, Tenant predecessor shall have the right right, to move transfer all or any portion of such funds to another financial institution or institutions selected jointly by Landlord and Tenant and to make subsequent Capital Expenditure Deposits (as hereinafter defined) thereto. Subject to Section 5.6.1 below, within sixty (60) days of the first day of the second Lease Year of the Initial Term, and sixty (60) days of the first day of each Lease Year thereafter, Tenant shall make additional deposits (the "Capital Expenditure Deposits") amounts in the Capital Expenditure Expenditures Account and still in an amount equal its possession or control to 3% of Tenant's annual revenue generated from Tenant's ordinary course business operations at such assignee and, upon such transfer, the Premises. Tenant may withdraw monies deposited in the Capital Expenditure Account for the purpose of making repairs, replacements and capital improvements on the Premises to be applied as follows: firstassigning Landlord or any such predecessor, as required the case may be, transferring any such amounts shall thereupon be completely released from all liability with respect to comply with the provisions of this Lease and, second, as Tenant deems necessary or desirable. All such repairs, replacements and capital improvements funded by the Capital Expenditure Account shall be deemed to be a part of the Premises.
5.6.1 If Tenant's capital expenditures at the Premises in any Lease Year shall exceed the Capital Expenditure Deposit for said Lease Year (the "CAPITAL EXPENDITURE 24 31 DIFFERENCE"), Tenant shall fund the remaining cost of such Capital Expenditure Difference. Tenant shall receive a corresponding credit against future Capital Expenditure Deposits for the subsequent Lease Year (or Lease Years, if necessary to ensure that Tenant receives full credit for any Capital Expenditure Difference).
5.6.2 Any interest that accrues on the funds in the Capital Expenditure Deposit while in the Capital Expenditure Account shall at all times remain the property of Tenantamounts so transferred, and Tenant shall have the right look solely to withdraw any interest earned from time to timesaid assignee in reference thereto.
5.6.3 At the expiration of the Term, any funds remaining in the Capital Expenditure Account shall become the property of Landlord, other than the interest thereon, which shall remain Tenant's property.
5.6.4 Notwithstanding anything to the contrary herein, in the event that any Permitted Mortgage Loan requires similar capital expenditure deposits, any amounts so deposited by Tenant shall be a credit to Tenant against the Capital Expenditure Account requirements set forth herein. In no event shall Tenant be required to make any duplicate payments to the Capital Expenditure Account and/or any accounts for capital expenditures pursuant to any Permitted Mortgage Loan.
Appears in 1 contract
Samples: Master Lease Agreement (Capital Senior Living Corp)
