Lease Termination Payments. (i) all fees, penalties, commissions or other payments made to Borrower in connection with or relating to the rejection, buy-out, termination, surrender or cancellation of any Lease (including in connection with any bankruptcy proceeding), (ii) any security deposits or proceeds of letters of credit held by Borrower in lieu of cash security deposits, which Borrower is permitted to retain pursuant to the applicable provisions of any Lease and (iii) any payments made to Borrower relating to unamortized tenant improvements and leasing commissions under any Lease. Legal Requirements: statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and injunctions of Governmental Authorities affecting Borrower, any Loan Document or all or part of the Property or the construction, ownership, use, alteration or operation thereof, whether now or hereafter enacted and in force, and all permits, licenses and authorizations and regulations relating thereto, and all covenants, agreements, restrictions and encumbrances contained in any instrument, either of record or known to Borrower, at any time in force affecting all or part of the Property.
Lease Termination Payments. (i) all fees, penalties, commissions or other payments made to Borrower in connection with or relating to the rejection, buy-out, termination, surrender or cancellation of any Lease (including in connection with any bankruptcy proceeding), (ii) any security deposits or proceeds of letters of credit held by Borrower in lieu of cash security deposits, which Borrower is permitted to retain pursuant to the applicable provisions of any Lease and (iii) any payments made to Borrower relating to unamortized tenant improvements and leasing commissions under any Lease. Letter of Credit: an irrevocable, unconditional, transferable, clean sight draft letter of credit acceptable to Lender and the Rating Agencies (either an evergreen letter of credit or one which does not expire until at least thirty (30) days after the Maturity Date) for which Borrower shall have no reimbursement obligation and which reimbursement obligation is not secured by the Property or any other property pledged to secure the Note in favor of Lender and entitling Lender to draw thereon in New York, New York, issued by a domestic Eligible Institution or the U.S. agency or branch of a foreign Eligible Institution. Legal Requirements: statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and injunctions of Governmental Authorities affecting Borrower, any Loan Document or all or part of the Property or the construction, ownership, use, alteration or operation thereof, whether now or hereafter enacted and in force, and all permits, licenses and authorizations and regulations relating thereto, and all covenants, agreements, restrictions and encumbrances contained in any instrument, either of record or known to Borrower, at any time in force affecting all or part of the Property. Lien: any mortgage, deed of trust, lien (statutory or otherwise), pledge, hypothecation, easement, restrictive covenant, preference, assignment, security interest or any other encumbrance, charge or transfer of, or any agreement to enter into or create any of the foregoing, on or affecting all or any part of the Property or any interest therein, or any direct or indirect interest in Borrower, including any conditional sale or other title retention agreement, any financing lease having substantially the same economic effect as any of the foregoing, the filing of any financing statement, and mechanic’s, materialmen’s and other similar liens and encumbrances.
Lease Termination Payments all fees, penalties, commissions or other payments made to Borrower in connection with or relating to the rejection, buy-out, termination, surrender or cancellation of any Lease (including in connection with any bankruptcy proceeding), (ii) any security deposits or proceeds of letters of credit held by Borrower in lieu of cash security deposits, which Borrower is permitted to retain pursuant to the applicable provisions of any Lease and (iii) any payments made to Borrower relating to unamortized tenant improvements and leasing commissions under any Lease.
Lease Termination Payments. Tenant agrees that the total sum of Three Hundred Thousand Dollars ($300,000.00), as required under this section, shall be paid in full, no later than one hundred twenty (120) days from the full execution of this Agreement. The payments can be summarized as follows:
(a) On or before (b) October 21, 2005 November 15, 2005 $25,000.00 $150,000.00
(c) Earlier of December 31, 2005, or the date of receipt of qualified financing $ 125,000.00 Notwithstanding anything stated herein to the contrary, once qualified financing has been received by Tenant and a surplus of funds has been provided to Tenant for this purpose, Tenant agrees to promptly satisfy the remaining obligation of Three Hundred Thousand Dollars ($300,000.00), less any previous payments made by Tenant under this section. Tenant agrees to use its best efforts in effectuating said qualified financing.
Lease Termination Payments. If either (i) the Company relocates the Executive’s principal business location so that commute from the Executive’s residence in the Geneva area is increased by more than 50 miles, (ii) the Company terminates the Executive’s employment without Cause, or (iii) the Executive resigns for Good Reason, and, if as a result of any of the foregoing the Executive vacates the Executive’s Geneva residence and incurs lease termination expenses, continuing lease expenses or similar expenses in connection with the Geneva residence despite the Executive’s best efforts to avoid and/or limit such expenses, then the Company shall reimburse the Executive for such expenses as soon as administratively possible after they are incurred by the Executive.
11. The Addendum is hereby revised by revising Section A-5(d) to replace “June 30, 2012” with “August 15, 2012” each time it appears, so that Section A-5(d) reads in its entirety as follows:
Lease Termination Payments. Sellers shall be entitled to retain all termination fees received from Deloitte LLP, Sun Life Assurance Company of Canada and Xxxxx & Avant Investments LP in connection with the terminations of their leases.
Lease Termination Payments. If a Cash Management Period has occurred and is continuing (or would occur after giving effect to any Lease Termination Payment (excluding for purposes of such calculation any Gross Income under the Lease that is the subject of such Lease Termination Payment)), then (i) if no Event of Default has occurred and is continuing, all Lease Termination Payments shall be immediately remitted to Administrative Agent for deposit into the Deposit Account and be applied in the same manner as Rents as set forth in Exhibit B to the Cash Management Agreement and (ii) if an Event of Default has occurred and is continuing, all Lease Termination Payments may be applied by Administrative Agent to the Debt in such order of priority as Administrative Agent may determine in its sole discretion.
Lease Termination Payments all fees, penalties, commissions or other payments made to Borrower in connection with or relating to the rejection, buy-out, termination, surrender or cancellation of any Lease (including in connection with any bankruptcy proceeding) and (ii) any security deposits or proceeds of letters of credit held by Borrower in lieu of cash security deposits, which Borrower is permitted to retain pursuant to the applicable provisions of any Lease.
Lease Termination Payments. Notwithstanding anything contained in this Agreement to the contrary, within three (3) Domestic Business Days of receipt by or on behalf of Borrower of any Lease Termination Payment, Borrower shall pay such Lease Termination Payment to Lender. Any breach of the provisions of the preceding sentence and the continuation of such breach for two (2) or more Domestic Business Days shall constitute fraud for the purposes of Section 6.20 hereof. Lender shall, in its sole discretion, either (i) at any time after a Sweep Commencement Date, deposit the entire amount or any portion of any Lease Termination Payment into the Cash Collateral Account, (ii) apply the entire amount or any portion of any Lease Termination Payment as a mandatory prepayment of the Loan, or (iii) pay such Lease Termination Payment or any portion thereof at any time to Borrower, in which case such Lease Termination Payment or portion thereof shall be applied by Borrower to the cost of Tenant Improvements.
Lease Termination Payments. Borrower shall repay the Loans -------------------------- as follows:
(a) on the Lease Termination Date, if Lessee shall have exercised and consummated the purchase option set forth in Section 6.2 of the Lease, Borrower shall pay an amount equal to the Purchase Option Exercise Price;
(b) if Lessee shall have elected to sell the Site pursuant to Section 6.3 of the Lease, upon any sale pursuant to Section 6.4 of the Lease, Borrower shall pay an amount equal to the sum of the Proceeds, the Residual Guaranty Amount;
(c) if Lessee shall be required to purchase the Site pursuant to Section 13.1 of the Lease, Borrower shall prepay a principal amount of the Loans equal to ninety six percent (96%) of the Termination Value, and no amounts (including payments of Termination Value) shall be distributed to Investor until all amounts due and owing under the Loan Agreement have been paid in full in cash;
(d) upon receipt of any amounts pursuant to Section 6.8(a) and (d) of the Lease, Borrower shall pay the Loans, together with interest accrued thereon to the date of payment and all other amounts then due and payable by Borrower hereunder or under the other Operative Documents to Agent and Lenders; provided -------- that the aggregate amount paid pursuant to this clause shall not exceed the sum of (i) the Residual Guaranty Amount which Borrower shall receive pursuant to Section 6.8(a) of the Lease, plus (ii) the proceeds from the sale of the Site which Borrower shall receive pursuant to Section 6.8(d) of the Lease, plus (iii) all other amounts due and payable by Lessee under the Lease pursuant to the provisions of Section 6.8 thereof;
(f) no principal amortization of the Loans shall be required prior to maturity (whether by acceleration or otherwise), except as provided in this Section.
