Common use of Capital Renewals Reserve Clause in Contracts

Capital Renewals Reserve. A. Landlord and Tenant shall establish a reserve account in Landlord’s name, with Tenant’s designee(s) as signatory on the account (the “Capital Renewals Reserve”), in a bank or similar institution selected by Landlord and reasonably acceptable to Tenant, to cover the cost of approved Capital Expenditures. The Capital Renewals Reserve is the exclusive property of the Landlord, but so long as no Event of Default shall exist hereunder, for which notice has been given to the Tenant in accordance with Section 12.1, Landlord agrees that Tenant shall be the sole signatory on the account. B. Tenant shall prepare an annual estimate (the “Capital Reserve Budget”) of the Capital Expenditures necessary for the Leased Property and Improvements anticipated during the ensuing Fiscal Year, and shall deliver the Capital Reserve Budget to Landlord for its review, comment and approval sixty (60 ) days prior to the end of the Fiscal Year, in each case acting reasonably and taking into account the operating experience of the Tenant. The Capital Reserve Budget shall also indicate the estimated time schedule for making such replacements, renewals, and additions, a reasonable description of items required to be replaced or added, unit costs and costs in the aggregate, together with such additional information as Landlord shall reasonably request. C. In compliance with the approved Capital Reserve Budget, Tenant shall from time to time expend moneys from the Capital Renewal Reserve as necessary to make such approved Capital Expenditures as may be required to maintain the Improvements and Leased Property in good working order and condition and to improve, modernize or alter the Leased Property or Improvements up to the balance in the Capital Renewals Reserve. No expenditures will be made in excess of said balance without the approval of Landlord. In addition, Tenant shall not, without Landlord’s approval, acting reasonably, make any expenditures from the Capital Renewals Reserve that, in the aggregate, exceed the total aggregate amount of expenditures set forth in the then-applicable Capital Reserve Budget; provided, however, that Tenant shall be authorized to take appropriate remedial action (including making any necessary expenditures from the Capital Renewals Reserve above the total aggregate amount set forth in the then-applicable Capital Reserve Budget), without receiving Landlord’s prior approval, to the extent immediately required to remedy or respond to any of the Emergency Requirements (provided further that Tenant shall notify Landlord of any such remedial action that requires more than a de-minimus expenditure of funds from the Capital Renewals Reserve and shall promptly deliver to Landlord for Landlord’s approval a revised Capital Reserve Budget showing how such Capital Reserve Budget is impacted as a result of such emergency expenditure and how such over-Budget expenditure is to be resolved ). At the end of each Fiscal Year, any amounts remaining in the Capital Renewals Reserve shall be carried forward to the next Fiscal Year. The Capital Renewals Reserve will be kept in an interest-bearing account, and any interest which accrues thereon shall be retained in the Capital Renewals Reserve. Interest which accrues on amounts held in the Capital Renewals Reserve, shall not result in any reduction in the required transfers to the Capital Renewals Reserve set forth in Section 5.2(B) above, or (2) be included in Gross Revenues. The Landlord’s funding of the Capital Renewals Reserve pursuant to this Section 5.2 shall not be deemed an Additional Landlord Expenditure and shall not result in additional Rent from Tenant. Landlord may at Landlord’s option from time to time withdraw moneys from the Capital Renewals Reserve provided that all such withdrawals shall be used for Capital Expenditures related to the Cypress Premises or the Improvements thereon. Tenant shall cooperate with Landlord in effecting any such withdrawal.

Capital Renewals Reserve. A. Landlord Lessor and Tenant Lessee shall establish a reserve account in LandlordLessor’s name, with TenantLessor’s and Lessee’s designee(s) as signatory signatories on the account (the “Capital Renewals Reserve”), in a bank or similar institution selected by Landlord Lessor and reasonably acceptable to TenantLessee, to cover the cost of approved Capital Expenditures. The Capital Renewals Reserve is the exclusive property of the Landlord, but so long as no Event of Default shall exist hereunder, for which notice has been given to the Tenant in accordance with Section 12.1, Landlord agrees that Tenant shall be the sole signatory on the accountLessor. B. Tenant For each Accounting Period during the Term hereof, Lessee shall transfer into the Capital Renewals Reserve an amount equal to six percent (6%) of Gross Revenues. Transfers into the Capital Renewals Reserve shall be made at the time of each interim accounting described in Section 17.2 hereof. C. Lessee shall prepare an annual estimate (the “Capital Reserve Budget”) of the Capital Expenditures necessary for the Leased Personal Property and Improvements anticipated during the ensuing Fiscal Year, and shall deliver the Capital Reserve Budget to Landlord Lessor for its review, comment and approval sixty (60 ) days prior to the end of the Fiscal Year, in each case acting reasonably and taking into account the operating experience of the TenantLessee. The Capital Reserve Budget shall also indicate the estimated time schedule for making such replacements, renewals, and additions, a reasonable description of items required to be replaced or added, unit costs and costs in the aggregate, together with such additional information as Landlord Lessor shall reasonably request. C. D. In compliance with the approved Capital Reserve Budget, Tenant Lessee shall from time to time expend moneys from the Capital Renewal Reserve Account as necessary to make such approved Capital Expenditures as may be required to maintain the Improvements and Leased Personal Property in good working order and condition and to improve, modernize or alter the Leased Personal Property or Improvements up to the balance in the Capital Renewals Reserve. No expenditures will be made in excess of said balance without the approval of LandlordLessor. In addition, Tenant Lessee shall not, without LandlordLessor’s approval, acting reasonably, make any expenditures from the Capital Renewals Reserve that, in the aggregate, exceed the total aggregate amount of expenditures set forth in the then-applicable Capital Reserve Budget; provided, however, that Tenant Lessee shall be authorized to take appropriate remedial action (including making any necessary expenditures from the Capital Renewals Reserve above the total aggregate amount set forth in the then-applicable Capital Reserve Budget), without receiving LandlordLessor’s prior approval, to the extent immediately required to remedy or respond to any of the Emergency Requirements (provided further that Tenant Lessee shall notify Landlord Lessor of any such remedial action that requires more than a de-minimus expenditure of funds from the Capital Renewals Reserve and shall promptly deliver to Landlord Lessor for LandlordLessor’s approval a revised Capital Reserve Budget showing how such Capital Reserve Budget is impacted as a result of such emergency expenditure and how such over-Budget expenditure is to be resolved ). At the end of each Fiscal Year, any amounts remaining in the Capital Renewals Reserve shall be carried forward to the next Fiscal Year. The Capital Renewals Reserve will be kept in an interest-bearing account, and any interest which accrues thereon shall be retained in the Capital Renewals Reserve. Interest which accrues on amounts held in the Capital Renewals Reserve, shall not result in any reduction in the required transfers to the Capital Renewals Reserve set forth in Section 5.2(B) 6.3.B above, or (2) be included in Gross Revenues. The LandlordLessor’s funding of the Capital Renewals Reserve Account pursuant to this Section 5.2 6.3 shall not be deemed an Additional Landlord Lessor Expenditure and shall not result in additional Rent from Tenant. Landlord may at Landlord’s option from time Lessee. E. Notwithstanding anything herein to time withdraw moneys the contrary, not later than two (2) Business Days prior to Lessee making any expenditure from the Capital Renewals Reserve provided that all such withdrawals Reserve, Lessee shall prepare and submit a package of invoices and other documentation supporting the then proposed expenditure to Lessor for its approval (the “Expenditure Documents”). If Lessee does not receive Notice of Lessor’s disapproval of the Expenditure Documents within two (2) Business Days after delivery of the same to Lessor, then Lessee shall be used permitted to make such expenditure. In the event Lessor disapproves the Expenditure Documents, Lessor’s Notice shall identify the disapproved items and/or requests for Capital Expenditures related additional information. In the event that Lessor timely disapproves the Expenditure Documents, Lessee shall supplement and/or resubmit to Lessor, subject to the Cypress Premises or the Improvements thereon. Tenant shall cooperate with Landlord time approval periods set forth in effecting any such withdrawal.this Section 6.3E.

Capital Renewals Reserve. A. Landlord and (a) Tenant shall, or Tenant shall cause Manager to, establish a an interest bearing reserve account in Landlord’s name, with Tenant’s designee(s) as signatory on the account (the “Capital Renewals Reserve”), in a bank or similar institution selected by Landlord and reasonably acceptable to Tenant, to cover the cost of approved Routine Capital Expenditures. The Capital Renewals Reserve is the exclusive property of the Landlord, but so long as no Event of Default shall exist hereunder, for which notice has been given to the Tenant in accordance with Section 12.1, Landlord agrees that Tenant shall be the sole signatory All interest earned on the account. B. Tenant shall prepare an annual estimate (the “Capital Reserve Budget”) of the Capital Expenditures necessary for the Leased Property and Improvements anticipated during the ensuing Fiscal Year, and shall deliver the Capital Reserve Budget to Landlord for its review, comment and approval sixty (60 ) days prior to the end of the Fiscal Year, in each case acting reasonably and taking into account the operating experience of the Tenant. The Capital Reserve Budget shall also indicate the estimated time schedule for making such replacements, renewals, and additions, a reasonable description of items required to be replaced or added, unit costs and costs in the aggregate, together with such additional information as Landlord shall reasonably request. C. In compliance with the approved Capital Reserve Budget, Tenant shall from time to time expend moneys from the Capital Renewal Reserve as necessary to make such approved Capital Expenditures as may be required to maintain the Improvements and Leased Property in good working order and condition and to improve, modernize or alter the Leased Property or Improvements up to the balance in the Capital Renewals Reserve. No expenditures will be made in excess of said balance without the approval of Landlord. In addition, Tenant shall not, without Landlord’s approval, acting reasonably, make any expenditures from the Capital Renewals Reserve that, in the aggregate, exceed the total aggregate amount of expenditures set forth in the then-applicable Capital Reserve Budget; provided, however, that Tenant shall be authorized to take appropriate remedial action (including making any necessary expenditures from the Capital Renewals Reserve above the total aggregate amount set forth in the then-applicable Capital Reserve Budget), without receiving Landlord’s prior approval, to the extent immediately required to remedy or respond to any of the Emergency Requirements (provided further that Tenant shall notify Landlord of any such remedial action that requires more than a de-minimus expenditure of funds from the Capital Renewals Reserve and shall promptly deliver to Landlord for Landlord’s approval a revised Capital Reserve Budget showing how such Capital Reserve Budget is impacted as a result of such emergency expenditure and how such over-Budget expenditure is to be resolved ). At the end of each Fiscal Year, any amounts remaining in the Capital Renewals Reserve shall be carried forward added to the next Fiscal Year. The Capital Renewals Reserve will be kept in an interest-bearing account, and any interest which accrues thereon shall be retained in remain a part of the Capital Renewals Reserve. Interest which accrues on amounts held Such account shall be established in Landlord’s name and control for the purposes set forth in this Lease. All funds in the Capital Renewals Reserve, shall not result in any reduction in the required transfers to the Capital Renewals Reserve set forth in Section 5.2(B) above, or (2) be included in Gross Revenues. The Landlord’s funding of the Capital Renewals Reserve pursuant to this Section 5.2 shall not be deemed an Additional Landlord Expenditure all interest earned thereon and shall not result in additional Rent from Tenant. Landlord may at Landlord’s option from time to time withdraw moneys all property purchased with funds from the Capital Renewals Reserve provided that all such withdrawals shall be used for and shall remain the property of Landlord. (b) For each Accounting Period during the Term hereof, Tenant shall transfer into the Capital Expenditures related Renewals Reserve an amount equal to one twelfth (1/12) of the Capital Renewals Payment. The term “Capital Renewals Payment” shall mean Three Hundred Fifty Dollars ($350.00) per unit per annum during the period commencing on the Commencement Date and ending on the day immediately preceding the anniversary of the Commencement Date. On each anniversary of the Commencement Date (each, an “Adjustment Date”), the Capital Renewals Payment shall be increased by any increase in the Index during the preceding 12 month period, as determined calculating a fraction, the numerator of which shall be (A) the Index most recently published immediately prior to the Cypress Premises particular Operating Year in question, minus (B) the Index most recently published immediately prior to the immediately preceding Operating Year, and the denominator of which shall be the Index most recently published immediately prior to the immediately preceding Operating Year. Mathematically, the Index increase calculation may be expressed as (current Index - last year Index) ÷ last year Index. Notwithstanding anything to the contrary in this Section 5.2(b), in the event that an amount different than the Capital Renewals Payment set forth above is set forth in a Capital Reserve Budget, or a greater amount is required by the Improvements thereonlender holding the first Mortgage on the Facility, then Capital Renewals Payment shall be such different or greater amount, as the case may be. Tenant Transfers into the Capital Renewals Reserve shall cooperate with Landlord be made at the time of each interim accounting described in effecting any such withdrawalSection 17.2 hereof.

Capital Renewals Reserve. A. Landlord and Tenant shall establish a reserve account in Landlord’s name, with Landlord’s and Tenant’s designee(s) as signatory signatories on the account (the “Capital Renewals Reserve”), in a bank or similar institution selected by Landlord and reasonably acceptable to Tenant, to cover the cost of approved Capital Expenditures. The Capital Renewals Reserve is the exclusive property of the Landlord, but so long as no Event of Default shall exist hereunder, for which notice has been given to the Tenant in accordance with Section 12.1, Landlord agrees that Tenant shall be the sole signatory on the account. B. Tenant shall prepare an annual estimate (the “Capital Reserve Budget”) of the Capital Expenditures necessary for the Leased Property and Improvements anticipated during the ensuing Fiscal Year, and shall deliver the Capital Reserve Budget to Landlord for its review, comment and approval sixty (60 60) days prior to the end of the Fiscal Year, in each case acting reasonably and taking into account the operating experience of the Tenant. The Capital Reserve Budget shall also indicate the estimated time schedule for making such replacements, renewals, and additions, a reasonable description of items required to be replaced or added, unit costs and costs in the aggregate, together with such additional information as Landlord shall reasonably request. C. In compliance with the approved Capital Reserve Budget, Tenant shall from time to time expend moneys from the Capital Renewal Reserve as necessary to make such approved Capital Expenditures as may be required to maintain the Improvements and Leased Property in good working order and condition and to improve, modernize or alter the Leased Property or Improvements up to the balance in the Capital Renewals Reserve. No expenditures will be made in excess of said balance without the approval of Landlord. In addition, Tenant shall not, without Landlord’s approval, acting reasonably, make any expenditures from the Capital Renewals Reserve that, in the aggregate, exceed the total aggregate amount of expenditures set forth in the then-applicable Capital Reserve Budget; provided, however, that Tenant shall be authorized to take appropriate remedial action (including making any necessary expenditures from the Capital Renewals Reserve above the total aggregate amount set forth in the then-applicable Capital Reserve Budget), without receiving Landlord’s prior approval, to the extent immediately required to remedy or respond to any of the Emergency Requirements (provided further that Tenant shall notify Landlord of any such remedial action that requires more than a de-minimus minimis expenditure of funds from the Capital Renewals Reserve and shall promptly deliver to Landlord for Landlord’s approval a revised Capital Reserve Budget showing how such Capital Reserve Budget is impacted as a result of such emergency expenditure and how such over-Budget expenditure is to be resolved ). At the end of each Fiscal Year, any amounts remaining in the Capital Renewals Reserve shall be carried forward to the next Fiscal Year. The Capital Renewals Reserve will be kept in an interest-bearing account, and any interest which accrues thereon shall be retained in the Capital Renewals Reserve. Interest which accrues on amounts held in the Capital Renewals Reserve, shall not result in any reduction in the required transfers to the Capital Renewals Reserve set forth in Section 5.2(B) above, or (2) be included in Gross Revenues. The Landlord’s funding of the Capital Renewals Reserve pursuant to this Section 5.2 shall not be deemed an Additional Landlord Expenditure and shall not result in additional Rent from Tenant. Landlord may at Landlord’s option from time to time withdraw moneys from the Capital Renewals Reserve provided that all such withdrawals shall be used for Capital Expenditures related to the Cypress Premises or the Improvements thereon. . D. Notwithstanding anything herein to the contrary, not later than two (2) Business Days prior to Tenant making any expenditure from the Capital Renewals Reserve, Tenant shall cooperate with prepare and submit a package of invoices and other documentation supporting the then proposed expenditure to Landlord for its approval (the “Expenditure Documents”). If Tenant does not receive Notice of Landlord’s disapproval of the Expenditure Documents within two (2) Business Days after delivery of the same to Landlord, then Tenant shall be permitted to make such expenditure. In the event Landlord disapproves the Expenditure Documents, Landlord’s Notice shall identify the disapproved items and/or requests for additional information. In the event that Landlord timely disapproves the Expenditure Documents, Tenant shall supplement and/or resubmit to Landlord, subject to the time approval periods set forth in effecting any such withdrawal.this Section 5.2D.

Capital Renewals Reserve. A. Landlord Lessor and Tenant Lessee shall establish a reserve account in LandlordLessor’s name, with TenantLessee’s designee(s) as signatory on the account (the “Capital Renewals Reserve”), in a bank or similar institution selected by Landlord Lessor and reasonably acceptable to TenantLessee, to cover the cost of approved Capital Expenditures. The Capital Renewals Reserve is the exclusive property of the LandlordLessor, but so long as no Event of Default shall exist hereunder, for which notice has been given to the Tenant in accordance with Section 12.1, Landlord Lessor agrees that Tenant Lessee shall be the sole signatory on the account; provided however that any withdrawal by Lessee that is materially inconsistent with the Lessor approved Capital Reserve Budget for Personal Property will require Lessor’s consent. B. Tenant For each Accounting Period during the Term hereof, Lessee shall transfer into the Capital Renewals Reserve an amount equal to six percent (6%) of Gross Revenues. Transfers into the Capital Renewals Reserve shall be made at the time of each interim accounting described in Section 17.2 hereof. C. Lessee shall prepare an annual estimate (the “Capital Reserve Budget”) of the Capital Expenditures necessary for the Leased Personal Property and Improvements anticipated during the ensuing Fiscal Year, and shall deliver the Capital Reserve Budget to Landlord Lessor for its review, comment and approval sixty (60 ) days prior to the end of the Fiscal Year, in each case acting reasonably and taking into account the operating experience of the TenantLessee. The Capital Reserve Budget shall also indicate the estimated time schedule for making such replacements, renewals, and additions, a reasonable description of items required to be replaced or added, unit costs and costs in the aggregate, together with such additional information as Landlord Lessor shall reasonably request. C. D. In compliance with the approved Capital Reserve Budget, Tenant Lessee shall from time to time expend moneys from the Capital Renewal Reserve Account as necessary to make such approved Capital Expenditures as may be required to maintain the Improvements and Leased Personal Property in good working order and condition and to improve, modernize or alter the Leased Personal Property or Improvements up to the balance in the Capital Renewals Reserve. No expenditures will be made in excess of said balance without the approval of LandlordLessor. In addition, Tenant Lessee shall not, without LandlordLessor’s approval, acting reasonably, make any expenditures from the Capital Renewals Reserve that, in the aggregate, exceed the total aggregate amount of expenditures set forth in the then-applicable Capital Reserve Budget; provided, however, that Tenant Lessee shall be authorized to take appropriate remedial action (including making any necessary expenditures from the Capital Renewals Reserve above the total aggregate amount set forth in the then-applicable Capital Reserve Budget), without receiving LandlordLessor’s prior approval, to the extent immediately required to remedy or respond to any of the Emergency Requirements (provided further that Tenant Lessee shall notify Landlord Lessor of any such remedial action that requires more than a de-minimus expenditure of funds from the Capital Renewals Reserve and shall promptly deliver to Landlord Lessor for LandlordLessor’s approval a revised Capital Reserve Budget showing how such Capital Reserve Budget is impacted as a result of such emergency expenditure and how such over-Budget expenditure is to be resolved ). At the end of each Fiscal Year, any amounts remaining in the Capital Renewals Reserve shall be carried forward to the next Fiscal Year. The Capital Renewals Reserve will be kept in an interest-bearing account, and any interest which accrues thereon shall be retained in the Capital Renewals Reserve. Interest which accrues on amounts held in the Capital Renewals Reserve, shall not result in any reduction in the required transfers to the Capital Renewals Reserve set forth in Section 5.2(B) 6.3.B above, or (2) be included in Gross Revenues. The LandlordLessor’s funding of the Capital Renewals Reserve Account pursuant to this Section 5.2 6.3 shall not be deemed an Additional Landlord Lessor Expenditure and shall not result in additional Rent from Tenant. Landlord may at Landlord’s option from time to time withdraw moneys from the Capital Renewals Reserve provided that all such withdrawals shall be used for Capital Expenditures related to the Cypress Premises or the Improvements thereon. Tenant shall cooperate with Landlord in effecting any such withdrawalLessee.