Common use of Excess Land Clause in Contracts

Excess Land. (a) Landlord acknowledges that the Excess Land is not necessary for Tenant's current and contemplated use of the Leased Premises. Landlord shall, upon not less than thirty (30) days prior written notice to Landlord and Lender, convey the Excess Land to or as directed by Tenant for no consideration (other than having entered into this Lease with Tenant); provided, that no Event of Default under this Lease or under the documents evidencing and securing the Loan exists and the following conditions are satisfied: (i) the Leased Premises shall have been subdivided in compliance with all applicable subdivision laws, Legal Requirements and Easement Agreements so that the Excess Land and the remainder of the Leased Premises (the "Retained Premises") are separate tracts, (ii) after such sale both the Excess Land and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Agreements, (iii) the release of the Excess Land does not materially impact the functional use, legal use or viability of the Retained Premises, (iv) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release of the Excess Land, and (v) all Costs of Landlord, Lender and Tenant in connection with the conveyance of the Excess Land and in complying with the above conditions, including reasonable attorneys' fees,

Excess Land. In the event Tenant desires to construct additional improvements on the Excess Land, and no Event of Default then exists, Landlord, at its sole option, (ai) shall construct or cause to be constructed such improvements and lease such improvements to Tenant upon terms and conditions reasonably satisfactory to Landlord acknowledges that and subject to this Lease or (ii) shall cause the Excess Land is not necessary for Tenant's current to be released from the terms of this Lease and contemplated use conveyed to an affiliate of the Leased Premises. Landlord shallwho shall construct or cause to be constructed such improvements and lease such improvements to Tenant upon terms and conditions reasonably satisfactory to Landlord, upon not less than thirty or (30iii) days prior written notice to Landlord and Lender, shall convey the Excess Land to or as directed by Tenant for no consideration a price (other than having entered into this Lease with Tenant); provided, "Excess Land Price") equal to the greater of $2,052,356 plus ----------------- the applicable Prepayment Premium or the sum of the Fair Market Value of the Excess Land (as Fair Market Value is defined in clause (a) of the definition thereof) plus the applicable Prepayment Premium provided that no Event of Default under this Lease or under the documents evidencing and securing the Loan exists and the following conditions are satisfied: (iA) the Leased Premises shall have been subdivided in compliance with all applicable subdivision laws, Legal Requirements and Easement Agreements so that the Excess Land and the remainder of the Leased Premises (the "Retained Premises") are separate tracts, (iiB) after such sale both the Excess ------------------- Land and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Agreements, (iiiC) the release of the Excess Land does not materially impact the functional use, legal use or viability of the Retained Premises, (ivD) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release of the Excess Land, (E) all parking located on the Excess Land as of the Commencement Date has been relocated to the Retained Premises in a manner satisfactory to Landlord and (vF) all Costs of Landlord, Lender and Tenant in connection with the conveyance of the Excess Land and in complying with the above conditions, including reasonable attorneys' fees,, shall be borne solely by Tenant. Landlord, as record title holder to the Excess Land, shall cooperate with Tenant in obtaining a lawful subdivision of the Leased Premises with separate parcels consisting of the Excess Land and the Retained Premises, at no cost to Landlord. If Landlord conveys the Excess Land under clauses (ii) or (iii) above, then, except for Surviving Obligations this Lease shall terminate with respect to the Excess Land, but shall remain in full force and effect with respect to the Retained Premises, provided, however, that in no event will the release of the Excess Land from this Lease amend, reduce or modify any of the obligations and liabilities of Tenant hereunder, including the obligations to pay Basic Rent in the amount set forth in Exhibit "D" hereto. -----------

Excess Land. Prior to Substantial Completion, Landlord shall convey the portion of the Premises described on Exhibit F (athe “Excess Land”) Landlord acknowledges that to Tenant in accordance with this section; provided, if there is a material adverse change affecting the Excess Land is (including, but not necessary for Tenant's current and contemplated use limited to, any material adverse change in the physical condition of the Leased PremisesExcess Land not provided for in the Final Plans and Specifications (as subsequently modified by Change Order), title to the Excess Land, or the environmental condition of the Excess Land) prior to such conveyance, Tenant may elect not to have the Excess Land conveyed to it. Landlord shall, upon not less than thirty shall give Tenant at least sixty (3060) days prior advance written notice of the date upon which Landlord intends to Landlord and Lender, convey the Excess Land to or as directed by Tenant for no consideration pursuant to this section (other than having entered into this Lease with Tenantthe “Excess Land Conveyance Date”); provided, that no Event of Default under this Lease or under . Tenant shall have the documents evidencing and securing the Loan exists and the following conditions are satisfiedright to: (i) inspect the Leased Premises shall have been subdivided in compliance with Excess Land, from time to time; (ii) obtain an updated title insurance commitment, survey, and Phase I and Phase II environmental assessments of the Excess Land; and (iii) review any and all applicable subdivision laws, Legal Requirements and Easement Agreements so that information related to the Excess Land in Landlord’s possession or control. Landlord agrees to cooperate and the remainder of the Leased Premises (the "Retained Premises") are separate tracts, (ii) after such sale both the Excess Land assist with Tenant’s efforts to obtain a Phase I and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Agreements, (iii) the release of the Excess Land does not materially impact the functional use, legal use or viability of the Retained Premises, (iv) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release Phase II environmental assessment of the Excess Land, and (v) all Costs of Landlord, Lender and Tenant Landlord shall furnish information reasonably required in connection with therewith to the conveyance extent in its possession or control. Tenant acknowledges that Landlord intends to mine fill from the Excess Land as required by the Final Plans and Specifications and that mining such fill will change the physical characteristics of the Excess Land from the condition in which it exists as of the Effective Date to the condition provided for in the Final Plans and in complying Specifications and this section. Such changes do not constitute a material adverse change for purposes of this Section 2.03 so long as the same are consistent with the above conditionsFinal Plans and Specifications and this section. Except for such changes, including reasonable attorneys' fees,Landlord will not make any Alterations to the Excess Land, and Landlord shall cause the areas disturbed as a result of the mining of fill material in accordance with the Final Plans and Specifications to be (i) placed in a condition that complies with Applicable Laws, (ii) sloped in a manner that reasonably protects against erosion and does not result in any unsafe grades or precipices, and (iii) properly seeded with grass overlaid by straw. In addition, Landlord shall not place any debris, spoils or other material therein, except clean soil properly compacted in a manner approved by Tenant, which approval shall not be unreasonably withheld. Landlord shall promptly notify Tenant, in writing, if Landlord learns of any event, matter or circumstance that has or could have a material adverse effect on the Excess Land, including, without limitation, the presence of any Hazardous Substances on, under or about the Excess Land or released therefrom. Subject to the other terms hereof, Landlord shall convey the Excess Land to Tenant on the Excess Land Conveyance Date, pursuant to this section, by properly executing and delivering to Tenant a Special Warranty Deed conveying good and marketable fee simple title to the Excess Land to Tenant, subject only to the Permitted Exceptions that encumber the Excess Land (but not others) and free and clear of all Monetary Liens. The Excess Land will not be subject to the Prime Lease. At the time Landlord delivers such deed to Tenant, Landlord shall also (i) execute and deliver to Tenant an owner’s affidavit, in form and content, sufficient to have the mechanics’ and materialmen’s lien exception, rights of parties in possession exception and any other standard exceptions removed from the Owner’s Title Policy and the gap insured; (ii) furnish Tenant with evidence, reasonably satisfactory to Tenant and its title insurance company, that Landlord is duly authorized and empowered to convey the Excess Land to Tenant and perform its other obligations hereunder, including, but not limited to, formation documents, resolutions and certificates of good standing; (iii) execute and deliver to Tenant all other documents, instruments, certificates and affidavits necessary to consummate the transaction contemplated by this section, including, without limitation, an IRS §1445 certificate; and (iv) cause all liens (including, without limitation, all Fee Mortgages) affecting the Excess Land to be released and discharged, except for any liens arising or resulting directly from Tenant’s affirmative acts. Tenant shall be responsible for up to Twenty-Five Thousand and No/100 Dollars ($25,000.00) of the out-of-pocket closing costs incurred by Landlord in conveying the Excess Land to Tenant, including, without limitation, the cost of subdividing the Excess Land (if required) and all transaction costs in consummating such closing; provided, (i) Landlord shall be responsible for the cost of releasing any Fee Mortgages and other Monetary Liens, such costs shall be paid by Landlord and shall not be included in Project Costs, and (ii) Landlord shall provide Tenant with reliable evidence of the amount of such costs and the payment thereof, including, but not limited to, invoices and paid receipts.

Excess Land. Prior to Substantial Completion, Landlord shall convey the portion of the Premises described on Exhibit F (athe “Excess Land”) Landlord acknowledges that to Tenant in accordance with this section; provided, if there is a material adverse change affecting the Excess Land is (including, but not necessary for Tenant's current and contemplated use limited to, any material adverse change in the physical condition of the Leased PremisesExcess Land not provided for in the Final Plans and Specifications (as subsequently modified by Change Order), title to the Excess Land, or the environmental condition of the Excess Land) prior to such conveyance, Tenant may elect not to have the Excess Land conveyed to it. Landlord shall, upon not less than thirty shall give Tenant at least sixty (3060) days prior advance written notice of the date upon which Landlord intends to Landlord and Lender, convey the Excess Land to or as directed by Tenant for no consideration pursuant to this section (other than having entered into this Lease with Tenantthe “Excess Land Conveyance Date”); provided, that no Event of Default under this Lease or under . Tenant shall have the documents evidencing and securing the Loan exists and the following conditions are satisfiedright to: (i) inspect the Leased Premises shall have been subdivided in compliance with Excess Land, from time to time; (ii) obtain an updated title insurance commitment, survey, and Phase I and Phase II environmental assessments of the Excess Land; and (iii) review any and all applicable subdivision laws, Legal Requirements and Easement Agreements so that information related to the Excess Land in Landlord’s possession or control. Xxxxxxxx agrees to cooperate and the remainder of the Leased Premises (the "Retained Premises") are separate tracts, (ii) after such sale both the Excess Land assist with Xxxxxx’s efforts to obtain a Phase I and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Agreements, (iii) the release of the Excess Land does not materially impact the functional use, legal use or viability of the Retained Premises, (iv) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release Phase II environmental assessment of the Excess Land, and (v) all Costs of Landlord, Lender and Tenant Landlord shall furnish information reasonably required in connection with therewith to the conveyance extent in its possession or control. Tenant acknowledges that Landlord intends to mine fill from the Excess Land as required by the Final Plans and Specifications and that mining such fill will change the physical characteristics of the Excess Land from the condition in which it exists as of the Effective Date to the condition provided for in the Final Plans and in complying Specifications and this section. Such changes do not constitute a material adverse change for purposes of this Section 2.03 so long as the same are consistent with the above conditionsFinal Plans and Specifications and this section. Except for such changes, including reasonable attorneys' fees,Landlord will not make any Alterations to the Excess Land, and Landlord shall cause the areas disturbed as a result of the mining of fill material in accordance with the Final Plans and Specifications to be (i) placed in a condition that complies with Applicable Laws, (ii) sloped in a manner that reasonably protects against erosion and does not result in any unsafe grades or precipices, and (iii) properly seeded with grass overlaid by straw. In addition, Landlord shall not place any debris, spoils or other material therein, except clean soil properly compacted in a manner approved by Tenant, which approval shall not be unreasonably withheld. Landlord shall promptly notify Tenant, in writing, if Xxxxxxxx learns of any event, matter or circumstance that has or could have a material adverse effect on the Excess Land, including, without limitation, the presence of any Hazardous Substances on, under or about the Excess Land or released therefrom. Subject to the other terms hereof, Landlord shall convey the Excess Land to Tenant on the Excess Land Conveyance Date, pursuant to this section, by properly executing and delivering to Tenant a Special Warranty Deed conveying good and marketable fee simple title to the Excess Land to Tenant, subject only to the Permitted Exceptions that encumber the Excess Land (but not others) and free and clear of all Monetary Liens. The Excess Land will not be subject to the Prime Lease. At the time Landlord delivers such deed to Tenant, Landlord shall also (i) execute and deliver to Tenant an owner’s affidavit, in form and content, sufficient to have the mechanics’ and materialmen’s lien exception, rights of parties in possession exception and any other standard exceptions removed from the Owner’s Title Policy and the gap insured; (ii) furnish Tenant with evidence, reasonably satisfactory to Tenant and its title insurance company, that Landlord is duly authorized and empowered to convey the Excess Land to Tenant and perform its other obligations hereunder, including, but not limited to, formation documents, resolutions and certificates of good standing; (iii) execute and deliver to Tenant all other documents, instruments, certificates and affidavits necessary to consummate the transaction contemplated by this section, including, without limitation, an IRS §1445 certificate; and (iv) cause all liens (including, without limitation, all Fee Mortgages) affecting the Excess Land to be released and discharged, except for any liens arising or resulting directly from Xxxxxx’s affirmative acts. Tenant shall be responsible for up to Twenty-Five Thousand and No/100 Dollars ($25,000.00) of the out-of-pocket closing costs incurred by Landlord in conveying the Excess Land to Tenant, including, without limitation, the cost of subdividing the Excess Land (if required) and all transaction costs in consummating such closing; provided, (i) Landlord shall be responsible for the cost of releasing any Fee Mortgages and other Monetary Liens, such costs shall be paid by Landlord and shall not be included in Project Costs, and (ii) Landlord shall provide Tenant with reliable evidence of the amount of such costs and the payment thereof, including, but not limited to, invoices and paid receipts.

Excess Land. (a) Landlord acknowledges that the Excess Land is not necessary for Tenant's current and contemplated use of the Leased Premises. Landlord shall, upon not less than thirty (30) days prior written notice to Landlord and Lender, convey the Excess Land to or as directed by Tenant for no consideration (other than having entered into this Lease with Tenant); provided, that no -------- Event of Default under this Lease or under the documents evidencing and securing the Loan exists and the following conditions are satisfied: (i) the Leased Premises shall have been subdivided in compliance with all applicable subdivision laws, Legal Requirements and Easement Agreements so that the Excess Land and the remainder of the Leased Premises (the "Retained Premises") are ----------------- separate tracts, (ii) after such sale both the Excess Land and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Agreements, (iii) the release of the Excess Land does not materially impact the functional use, legal use or viability of the Retained Premises, (iv) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release of the Excess Land, and (v) all Costs of Landlord, Lender and Tenant in connection with the conveyance of the Excess Land and in complying with the above conditions, including reasonable attorneys' fees,, shall be borne solely by Tenant. Landlord, as record title holder to the Excess Land, shall cooperate with Tenant in obtaining a lawful subdivision of the Leased Premises with separate parcels consisting of the Excess Land and the Retained Premises, at no cost to Landlord. If Landlord conveys the Excess Land, then, except for Surviving Obligations this Lease shall terminate with respect to the Excess Land, but shall remain in full force and effect with respect to the Retained Premises, provided, however, that in no event will the release of the Excess Land from this Lease amend, reduce or modify any of the obligations and liabilities of Tenant hereunder, including the obligations to pay Basic Rent in the amount set forth in Exhibit "D" hereto. ----------

Excess Land. (a) Landlord acknowledges that the Excess Land is not necessary for Tenant's current and contemplated use of the Leased Premises. Landlord shall, upon not less than thirty (30) days prior written notice to Landlord and Lender, convey the Excess Land to or So long as directed by Tenant for no consideration (other than having entered into this Lease with Tenant); provided, that no Event of Default under then exists, Landlord agrees to cause that portion of the Xxxxxxxxxx Premises described in EXHIBIT A-2 hereto (the "EXCESS LAND") to be released from the terms of this Lease or under the documents evidencing and securing the Loan exists and conveyed to Tenant provided that the following conditions are satisfied: (iA) the Leased Xxxxxxxxxx Premises shall have been subdivided in compliance with all applicable subdivision laws, Legal Requirements and Easement Agreements so that the Excess Land and the remainder of the Leased Xxxxxxxxxx Premises (the "Retained Premises") are separate tracts, (iiB) after such sale both the Excess Land and the Retained Premises shall comply with all applicable Laws, Legal Requirements and Easement Easements Agreements, (iiiC) the release of the Excess excess Land does not materially impact the functional use, legal Legal use or viability of the Retained Premises, (ivD) Tenant shall have complied with all requirements of Lender set forth in the Mortgage with respect to the release of the Excess Land, and (vE) all Costs costs of Landlord, Lender and Tenant in connection with the conveyance of the Excess Land and in complying with the above conditions, including reasonable attorneys' fees,, shall be borne solely by Tenant. Landlord, as record title holder to the Excess Land, shall cooperate with Tenant in obtaining a lawful subdivision of the Leased Premises with separate parcels consisting of the Excess Land and the Retained Premises, at no cost to Landlord. If Landlord conveys the Excess Land, then, except for Surviving Obligations this Lease shall terminate with respect to the Excess Land, but shall remain in full force and effect with respect to the Retained Premises, the Dallas Premises, and the Industrial Premises provided, however, that in no event will the release of the Excess Land from this Lease amend, reduce or modify any of the obligations and liabilities of Tenant hereunder, including the obligations to pay Basic Rent in the amount set forth in EXHIBIT "D" hereto. Landlord represents and warrants to Tenant that the Mortgage permits the release of the Excess Land without the payment of any amounts, other than Lender's cost and expenses in connection with such release.