Common use of Granting of Easements, etc Clause in Contracts

Granting of Easements, etc. If no Event of Default hereunder has occurred and is continuing, Landlord will join with Tenant, from time to time at the request of Tenant (and at Tenant’s sole cost and expense), and upon not less than forty-five (45) days prior written notice, with respect to their interests in the Leased Property to (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, easements, licenses, rights of way and other rights and privileges in the nature of easements, (iii) release, in the ordinary course of business, existing easements and appurtenances which benefit any Leased Property, (iv) dedicate or transfer unimproved portions of any Leased Property for road, highway or other public purposes, (v) execute petitions to have any Leased Property annexed to any municipal corporation or utility district, (vi) execute amendments to any covenants and restrictions affecting any Leased Property and (vii) execute and deliver any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgagee, necessary or appropriate to make or confirm such grants or releases to any person, with or without consideration, but only if Landlord shall have received (x) a certificate of an authorized officer of Tenant stating that such grant or release was granted in the ordinary course of Tenant’s business, does not interfere with and is not detrimental to the conduct of business on the Leased Property and does not materially impair the usefulness of the Leased Property or materially impair the fair market value of the Leased Property or materially impair Landlord’s interest in the Leased Property, (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of any easement or other instrument pursuant to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one (1) or more related easements or other instruments. Notwithstanding anything herein to the contrary, Landlord and Landlord’s mortgagee shall have a period of thirty (30) days to review the instruments and the materials requested under this Article 34. If Landlord or Landlord’s mortgagee shall fail to execute any such deeds, easements, releases or such other instruments as may be specifically requested by Tenant in such thirty (30) day period, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPI.

Granting of Easements, etc. If no Event of Default hereunder has occurred and is continuing, Landlord will join with Tenant, from time to time at the request of Tenant (and at Tenant’s 's sole cost and expense), and upon not less than forty-five (45) days prior written notice, with respect to their interests in the Leased Property to (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, easements, licenses, rights of way and other rights and privileges in the nature of easements, (iiiii) release, in the ordinary course of business, existing easements and appurtenances which benefit any the Leased Property, (iv) dedicate or transfer unimproved portions of any Leased Property for road, highway or other public purposes, (v) execute petitions to have any Leased Property annexed to any municipal corporation or utility district, (vi) execute amendments to any covenants and restrictions affecting any Leased Property and (viiiii) execute and deliver any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgagee, necessary or appropriate to make or confirm such grants or releases to any person, with or without consideration, but only if Landlord shall have received (x) a certificate of an authorized officer of Tenant stating that such grant or release was granted in the ordinary course of Tenant’s 's business, does not interfere with and is not detrimental to the conduct of business on the Leased Property and does not materially impair the usefulness of the Leased Property or materially impair the fair market value of the Leased Property or materially impair Landlord’s interest 's interests in the Leased Property, and (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s 's interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release releasor under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of any easement or other instrument pursuant to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one (1) or more related easements or other instruments. Notwithstanding anything herein to the contrary, Landlord and Landlord’s mortgagee shall have a period of thirty (30) days to review the instruments and the materials requested under this Article 34. If Landlord or Landlord’s mortgagee shall fail to execute any such deeds, easements, releases or such other instruments as may be specifically requested by Tenant in such thirty (30) day period, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPI.

Granting of Easements, etc. If no Event of Default hereunder has occurred and is continuing, Landlord will join with Tenantmay, from time to time at the request of Tenant (and at Tenant’s sole cost and expense), and upon not less than forty-five (45) days prior written noticetime, with respect to their interests in the any Leased Property to Property: (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, grant easements, licensescovenants and restrictions, rights of way and other rights and privileges in the nature of easements, covenants and restrictions, (iiiii) releaserelease existing easements, covenants and restrictions, or other rights in the ordinary course nature of businesseasements, existing easements and appurtenances which covenants or restrictions, that are for the benefit any of such Leased Property, (iviii) dedicate or transfer unimproved portions of any such Leased Property for road, highway or other public purposes, (viv) execute petitions to have any such Leased Property annexed to any municipal corporation or utility district, (viv) execute amendments to any easements, covenants and restrictions affecting any such Leased Property and (viivi) execute and deliver to any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgagee, necessary or Person any instrument appropriate to make confirm or confirm effect such grants or releases grants, releases, dedications and transfers (to any person, with or the extent of its interests in such Leased Property) without consideration, but only if the necessity of obtaining Tenant’s consent provided that Landlord shall have received (x) a certificate of an authorized officer of Tenant stating reasonably determines that such grant easement or release was granted in the ordinary course of Tenant’s business, other instrument or action contemplated by this Section 7.4 does not unreasonably interfere with and is not detrimental to the conduct of the business of Tenant on the Leased Property and does not materially impair the usefulness of the Leased Property or materially impair the fair market value of the Leased Property or materially impair Landlord’s interest in the such Leased Property, (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to . If Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of reasonably determines that any easement or other instrument pursuant or action contemplated by this Section 7.4 would change the physical configuration of the Leased Property in a way that reduces or limits access to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one the Lease Property (1as it currently exists from a publicly dedicated street) or more related easements parking at the Leased Property (excluding in each case any temporary effect due to construction so long as adequate access and parking are always available) or other instruments. Notwithstanding anything herein limits or reduces the ability of Tenant (or Manager) to provide services to residents at the contraryFacility, or would otherwise unreasonably interfere with the conduct of business by the applicable Tenant(s) at a Leased Property, Landlord and Landlordshall obtain Tenant’s mortgagee shall have a period of thirty (30) days prior written consent to review the instruments and the materials requested under this Article 34. If Landlord such proposed easement, instrument or Landlord’s mortgagee shall fail to execute any such deedsaction, easements, releases or such other instruments as which consent may be specifically requested granted or withheld by Tenant in such thirty its sole discretion (30) day periodand which consent shall be irrevocably deemed given if not expressly denied by Tenant, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery in writing, within 10 Business Days of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery receipt of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPIrequest).

Granting of Easements, etc. If no Event of Default hereunder has occurred and is continuing, Landlord will join with Tenant, Lessor shall from time to time at upon the written request of Tenant Lessee (and at Tenant’s Lessee's sole cost and expense), and upon not less than forty-five (45) days prior written notice, with respect to their interests in the Leased Property to (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, grant easements, licenses, rights of way and other rights and privileges in the nature of easementseasements for the purposes of providing utilities and the like to the Leased Property or for purposes of operating the Leased Property and adjacent properties (such as office park reciprocal easement agreements and the like), (iiiii) release, in the ordinary course of business, release existing easements and appurtenances which benefit any Leased Property, (iv) dedicate or transfer unimproved portions relating to the provision of any utilities and the like to the Leased Property or for road, highway or other public purposes, (v) execute petitions to have any Leased Property annexed to any municipal corporation or utility district, (vi) execute amendments to any covenants and restrictions affecting any purposes of operating the Leased Property and adjacent properties (viisuch as office park reciprocal easement agreements and the like) and (iii) execute and deliver any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgageeLessor, necessary or appropriate to make or confirm such grants or releases to any personPerson, with or without consideration, but only if Landlord shall have received (x) a certificate of an authorized officer of Tenant stating provided that such grant or release was granted in the ordinary course of Tenant’s business, does not (x) interfere with and is not detrimental to the conduct of business on the Leased Property and does not materially Property, (x) impair the usefulness usefulness, useful life or fair market value of the Leased Property or materially (z) cause a default under any other agreement to which Lessee is a party or benefitting the Leased Property which default would be reasonably likely to have an adverse effect on the usefulness, useful life or fair market value of the Leased Property and; provided that Lessee shall have delivered such other instruments, certificates, surveys, title insurance policy endorsements and opinions of counsel as Lessor may reasonably request; and provided further that Lessor, shall have the right, but not the obligation, to obtain an independent Appraisal, at Lessor's expense, to verify the certification of Lessee as to the effect of the proposed action on fair market value and if such Appraisal concludes that the proposed action will impair the fair market value of the Leased Property by 1% or more, Lessee shall reimburse Lessor for the costs of such Appraisal and Lessor, may withhold its consent or condition its consent upon payment by Lessee of an amount equal to such diminution of fair market value; provided, however, that if Lessee disagrees with such Appraisal Lessee may cause a second Appraisal to be made, which, if such Appraisal differs materially impair Landlord’s interest from such first Appraisal, shall be subject to a third Appraisal undertaken by the two appraisers who rendered the first two appraisals. Any such request by Lessee shall be accompanied by an Officer's Certificate as to compliance with the conditions set forth in the Leased Propertyforegoing clauses (x), (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of any easement or other instrument pursuant to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one (1) or more related easements or other instruments. Notwithstanding anything herein to the contrary, Landlord and Landlord’s mortgagee shall have a period of thirty (30) days to review the instruments and the materials requested under this Article 34. If Landlord or Landlord’s mortgagee shall fail to execute any such deeds, easements, releases or such other instruments as may be specifically requested by Tenant in such thirty (30) day period, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPI).

Granting of Easements, etc. If no Default or Event of Default -------------------------- hereunder has occurred and is continuing, Landlord will join with Tenant, Lessor shall from time to time at upon the written request of Tenant Lessee join with Lessee (and at Tenant’s Lessee's sole cost and expense), and upon not less than forty-five (45) days prior written notice, with respect to their interests in the Leased Property Properties to (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, grant easements, licenses, rights of way and other rights and privileges in the nature of easementseasements for the purposes of providing utilities and the like to the Leased Properties or for purposes of operating the Leased Properties and adjacent properties (such as office park reciprocal easement agreements and the like), (iiiii) release, in the ordinary course of business, release existing easements and appurtenances which benefit any relating to the provision of utilities and the like to the Leased Property, Properties or for purposes of operating the Leased Properties and adjacent properties (ivsuch as office park reciprocal easement agreements and the like) dedicate or transfer unimproved portions of any Leased Property for road, highway or other public purposes, (v) execute petitions to have any Leased Property annexed to any municipal corporation or utility district, (vi) execute amendments to any covenants and restrictions affecting any Leased Property and (viiiii) execute and deliver any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgageeLessor, necessary or appropriate to make or confirm such grants or releases to any personPerson, with or without consideration, but only if Landlord shall have received (x) a certificate of an authorized officer of Tenant stating provided that such grant or release was granted in the ordinary course of Tenant’s business, does not (x) interfere with and is not detrimental to the conduct of business on the affected Leased Property, (y) impair the usefulness or useful life of such Leased Property or (z) impair the fair market value of such Leased Property or cause a default under any other agreement to which Lessee is a party or benefitting such Leased Property which default would be reasonably likely to have an adverse effect on the usefulness or useful life of such Leased Property or impair the fair market value of such Leased Property and does shall have delivered such other instruments, certificates, surveys, title insurance policy endorsements and opinions of counsel as Lessor, the Indenture Trustee or LC Issuer may reasonably request; and provided further that Lessor, the Indenture Trustee and LC Issuer shall have the right, but not materially impair the usefulness obligation, to obtain an independent Appraisal, at the expense of the Leased Property or materially Person requesting such Appraisal, to verify the certification of Lessee as to the effect of the proposed action on fair market value and if such Appraisal concludes that the proposed action will impair the fair market value of the affected Leased Property by 1% or materially impair Landlord’s interest more, Lessee shall reimburse Lessor, the Indenture Trustee and LC Issuer, as applicable, for the costs of such Appraisal and Lessor, the Indenture Trustee and LC Issuer shall either withhold its consent or condition its consent upon payment by Lessee of an amount equal to the diminution of fair market value. Any such request by Lessee shall be accompanied by an Officer's Certificate as to compliance with the conditions set forth in the Leased Propertyforegoing clauses (x), (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of any easement or other instrument pursuant to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one (1) or more related easements or other instruments. Notwithstanding anything herein to the contrary, Landlord and Landlord’s mortgagee shall have a period of thirty (30) days to review the instruments and the materials requested under this Article 34. If Landlord or Landlord’s mortgagee shall fail to execute any such deeds, easements, releases or such other instruments as may be specifically requested by Tenant in such thirty (30) day period, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPI).

Granting of Easements, etc. If no Event of Default hereunder has occurred and is continuing, Landlord will join with Tenant, Lessor shall from time to time at upon the written request of Tenant Lessee join with Lessee (and at Tenant’s Lessee's sole cost and expense), and upon not less than forty-five (45) days prior written notice, with respect to their interests in the Leased Property Properties to (i) sell, assign, convey or otherwise transfer an interest in any Leased Property to any person legally empowered to take such interest under the power of eminent domain, (ii) grant, in the ordinary course of business, grant easements, licenses, rights of way and other rights and privileges in the nature of easementseasements for the purposes of providing utilities and the like to the Properties or for purposes of operating the Properties and adjacent properties (such as office park reciprocal easement agreements and the like), (iiiii) release, in the ordinary course of business, release existing easements and appurtenances which benefit any Leased Property, relating to the provision of utilities and the like to the Properties or for purposes of operating the Properties and adjacent properties (ivsuch as office park reciprocal easement agreements and the like) dedicate or transfer unimproved portions of any Leased Property for road, highway or other public purposes, (v) execute petitions to have any Leased Property annexed to any municipal corporation or utility district, (vi) execute amendments to any covenants and restrictions affecting any Leased Property and (viiiii) execute and deliver any instrument, in form and substance reasonably acceptable to Landlord and Landlord’s mortgageeLessor, necessary or appropriate to make or confirm such grants or releases to any personPerson, with or without consideration, but only if Landlord such grant or release is in compliance with the terms of the Deed of Trust and Lessee shall have received obtain the consent of Agent Bank to any such release or grant (x) a certificate at Lessee's cost, including the legal fees and expenses of an authorized officer of Tenant stating Agent Bank), which consent shall not unreasonably be withheld; provided that such grant or release was granted in the ordinary course of Tenant’s business, does not (x) interfere with and is not detrimental to the conduct of business on the Leased Property and does not materially affected Property, (y) impair the usefulness or useful life of the Leased such Property or materially (z) impair the fair market value of the Leased such Property or materially cause a default under any other agreement to which Lessee is a party or benefitting such Property which default would be reasonably likely to have an adverse effect on the usefulness or useful life of such Property or impair Landlord’s interest the fair market value of such Property and shall have delivered such other instruments, certificates, surveys, title insurance policy endorsements and opinions of counsel as Lessor or Agent Bank may reasonably request; and provided further that Lessor, Agent Bank and LC Issuer shall have the right, but not the obligation, to obtain an independent Appraisal, at the expense of the Person requesting such appraisal, to verify the certification of Lessee as to the effect of the proposed action on fair market value and if such appraisal concludes that the proposed action will impair the fair market value of such Property by 1% or more, Lessee shall reimburse Lessor, Agent Bank or LC Issuer, as applicable, for the costs of such appraisal and Lessor, Agent Bank and LC Issuer shall either withhold their consents or condition their consents upon payment by Lessee of an amount equal to the diminution of fair market value. Any such request by Lessee shall be accompanied by an Officer's Certificate as to compliance with the conditions set forth in the Leased Propertyforegoing clauses (x), (y) a certificate stating the consideration, if any, being paid for said sale grant, easement, license, release, dedication, transfer, right of way, petition, amendment or other such instruments described in this Article 34, is in the opinion of Tenant fair and adequate; and (z) a duly authorized and binding undertaking of Tenant, in form and substance satisfactory to Landlord and Landlord’s mortgagee, to remain obligated under this Lease and under any instrument executed by Tenant consenting to the assignment of Landlord’s interest in this Lease as security for indebtedness, as though such easement, license, right-of-way or other right or privilege has not been granted or released, and to perform all obligations of the grantor or party effecting the release under such instrument of grant or release during the Term of this Lease. Notwithstanding anything herein to the contrary, Tenant’s obligation to pay the reasonable attorneys’ fees for each of Landlord and Landlord’s mortgagee in connection with the execution and delivery of any easement or other instrument pursuant to this Article 34 shall not exceed $5,000 for each of Landlord’s and Landlord’s mortgagee’s counsel in any single request by Tenant for one (1) or more related easements or other instruments. Notwithstanding anything herein to the contrary, Landlord and Landlord’s mortgagee shall have a period of thirty (30) days to review the instruments and the materials requested under this Article 34. If Landlord or Landlord’s mortgagee shall fail to execute any such deeds, easements, releases or such other instruments as may be specifically requested by Tenant in such thirty (30) day period, then Tenant may deliver to Landlord and Landlord’s mortgagee further notice requesting the delivery of said documents. Tenant’s notice shall specify in capital letters and bold face type that if Landlord or Landlord’s mortgagee shall fail to return the requested documents within ten (10) days, or shall fail to specify what corrections need be made to such documents or why, specifically, Landlord or Landlord’s mortgagee objects to the delivery of such documents, then Tenant intends to deliver such instruments to Landlord’s or Landlord’s mortgagee attorney-in-fact. Subject to the foregoing provision, in the event Landlord or Landlord’s mortgagee fail to deliver any such deeds, easements, releases or other instruments within the thirty (30) day period required above, subject to the additional ten (10) day notice required above, then in such event, Tenant is hereby authorized to act as the attorney-in-fact for Landlord and Landlord’s mortgagee to execute and deliver on behalf of Landlord and Landlord’s mortgagee any all deeds, easements, releases and other instruments required; provided that no instrument executed by Tenant as attorney-in-fact shall contain any covenants other than quitclaim covenants. For purposes of this Article 34, commencing on August 31, 2004, and on and as of each August 31 thereafter during the Term of this Lease, the limitations on attorneys’ fees for Landlord and Landlord’s mortgagee set forth in this Article 34 shall be calculated as the amount equal to the product derived by multiplying $5,000 by one plus the percentage by which the CPI for such calendar year exceeds the Base Price Index. In the event the information necessary to calculate this amount shall not have been published in sufficient time to permit such calculation to be made on or before August 31 during any year, the limitation shall be calculated by using the CPI for the latest month for which it has been published. After publication of the relevant information, Landlord and Tenant shall make appropriate adjustment of the limitation. In no event shall the limitation on attorneys’ fees of $5,000 be reduced as a result of any decrease in the CPI).