Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder (each, a "Ground Lease"): 40.1 The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease. 40.2 The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Lease or the provisions of this Section 28. 40.3 The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease. 40.4 The Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without the prior written consent of the Lessor. 40.5 The Lessee shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Samples: Lease Agreement (Potash Corporation of Saskatchewan Inc)
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder (each, a "Ground Lease"):
40.1 (a) The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 (b) The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Lease or the provisions of this Section 28.. 51 55 THIS LEASE AGREEMENT IS CONFIDENTIAL AND PROPRIETARY
40.3 (c) The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 (d) The Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without the prior written consent of the Lessor.
40.5 (e) The Lessee shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Samples: Lease Agreement (Arcadian Corp)
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease (an "ACQUIRED FACILITIES LEASE") under which a leasehold interest in a Parcel of Property Facility is being subleased to Lessee hereunder:
(a) This Facilities Lease is subject and subordinate to all of the Lessee or a Permitted Sublessee hereunder terms, covenants, provisions, conditions and agreements contained in each Acquired Facilities Lease and the matters to which the Acquired Facilities Lease is subject and subordinate.
(each, a "Ground Lease"):
40.1 The b) Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases Acquired Facilities Lease on the Lessor's Brazos' part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease) , to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease. The Each of the parties hereto agree to promptly provide the other with copies of any notices or other information received in writing from any landlord under an Acquired Facilities Lease. If in the reasonable judgment of Lessee, the lessor under any Acquired Facilities Lease shall default in any of its obligations to Brazos with respect to the Facility or FF&E demised by such Acquired Facilities Lease, Lessee further shall have the right, after giving Brazos prior written notice of its intention to act and of the nature of the action proposed to be taken by Lessee, to take such action in its own name in order to enforce the rights of the lessee in respect of the Property demised; provided, however, Lessee agrees to indemnify, defend and hold Brazos harmless from and against all liability, damage or expense which Brazos shall suffer or incur by reason of such action.
(c) Lessee covenants and agrees that it shall will not do or cause to be exercised done or suffer or permit any renewal option contained in act or thing to be done which would cause such Acquired Facilities Lease or the Ground rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which would make Lessee or Brazos liable for any losses, costs, liabilities, damages, claims, penalties or other expenses. Brazos covenants and agrees, subject to any limitations on its rights and obligations hereunder, that it will not do or cause to be done or knowingly suffer or knowingly permit any act or thing to be done without notice to Lessee which would or might cause such Acquired Facilities Lease or the rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which relates to renewal occurring in whole would make Lessee or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under Brazos liable for any Ground Lease as against the lessor under such Ground Leaselosses, costs, liabilities, damages, claims, penalties or other expenses.
40.2 The (d) Lessee covenants and agrees pursuant to Section 11 ARTICLE X hereof to indemnify and hold harmless the Lessor Brazos and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Acquired Facilities Lease or the provisions of this Section 28ARTICLE XVI.
40.3 The Lessor (e) Brazos and the Lessee agree that the Lessor shall have no obligation or responsibility to provide any services or equipment which are required to be provided or repairs or restorations which are required to be made in accordance with the provisions of any Ground such Acquired Facilities Lease by the lessor thereunderthereunder will be provided and made by such lessor, and Brazos shall have no obligation to provide any such services or to make any such repairs or restorations. The Lessor Brazos shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground the Acquired Facilities Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor Brazos or any offset against any amount payable to the Lessor Brazos under this Facilities Lease.
40.4 The Lessor's (f) If Brazos' interest under any Ground Acquired Facilities Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent Facilities Lease of the Lessor.
40.5 The Facility to which such Acquired Facility Lease relates shall thereupon terminate as provided in this paragraph. Upon such expiration, termination or extinguishment (i) on the Basic Rent Payment Date next succeeding such event, Lessee shall ensure that pay to Brazos an amount equal to the Site Acquisition Cost of such Facility and (ii) the Lease Term or Renewal Term of such Facility shall continue until the date on which Brazos receives payment from Lessee of the amount payable pursuant to this paragraph (f) and of all Basic Rent payable and any Additional Rent and other amounts owing hereunder, and shall then terminate upon the Sublease shall each be a Mortgageable Ground Leasepayment of such amounts.
Appears in 1 contract
Samples: Facilities Lease Agreement (Monro Muffler Brake Inc)
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease (an "ACQUIRED GROUND LEASE") under which a leasehold interest in a Parcel of Property is being subleased to Lessee hereunder:
(a) This Ground Lease is subject and subordinate to all of the Lessee or a Permitted Sublessee hereunder terms, covenants, provisions, conditions and agreements contained in each Acquired Ground Lease and the matters to which the Acquired Ground Lease is subject and subordinate.
(each, a "Ground Lease"):
40.1 The b) Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Acquired Ground Leases Lease on the Lessor's Brazos' part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor Brazos as lessee under any the Acquired Ground Lease) , to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor Brazos as lessee under any the Acquired Ground Lease. The Lessee further covenants that it shall cause Each of the parties hereto agree to be exercised promptly provide the other with copies of any renewal option contained notices or other information received in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee writing from any landlord under any Ground Lease as against the lessor under such an Acquired Ground Lease.
40.2 The (c) Lessee covenants and agrees that it will not do or cause to be done or suffer or permit any act or thing to be done which would or might cause such Acquired Ground Lease or the rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which would make Lessee or Brazos liable for any losses, costs, liabilities, damages, claims, penalties or other expenses. Brazos covenants and agrees, subject to any limitations on its rights and obligations hereunder, that it will not do or cause to be done or knowingly suffer or knowingly permit any act or thing to be done without notice to Lessee which would or might cause such Acquired Ground Lease or the rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which would make Lessee or Brazos liable for any losses, costs, liabilities, damages, claims, penalties or other expenses.
(d) Lessee covenants and agrees pursuant to Section 11 ARTICLE X hereof to indemnify and hold harmless the Lessor Brazos and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Acquired Ground Lease or the provisions of this Section 28ARTICLE XVI.
40.3 The Lessor (e) Brazos and the Lessee agree that the Lessor shall have no obligation or responsibility to provide any services or equipment which are required to be provided or repairs or restorations which are required to be made in accordance with the provisions of any such Acquired Ground Lease by the lessor thereunderthereunder will be provided and made by such lessor, and Brazos shall have no obligation to provide any such services or to make any such repairs or restorations. The Lessor Brazos shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any the Acquired Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor Brazos or any offset against any amount payable to the Lessor Brazos under this Ground Lease.
40.4 The Lessor's (f) If Brazos' interest under any Acquired Ground Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent Ground Lease of the Lessor.
40.5 The Property to which such Acquired Ground Lease relates shall thereupon terminate as provided in this paragraph. Upon such expiration, termination or extinguishment (i) on the Basic Rent Payment Date next succeeding such event, Lessee shall ensure that pay to Brazos an amount equal to the Site Acquisition Cost of such Property less any Unearned Rent and (ii) the Lease Term or Renewal Term of such Property shall continue until the date on which Brazos receives payment from Lessee of the amount payable pursuant to this paragraph (f) and of all Basic Rent payable and any Additional Rent and other amounts owing hereunder, and shall then terminate upon the Sublease payment of such amounts and Brazos shall each be a Mortgageable assign to Lessee the rights, if any, of Brazos under such Acquired Ground Lease.
(g) The aggregate of the Acquisition Costs attributable to Properties covered by an Acquired Ground Lease and with respect to which a leasehold interest in such Property is being subleased to Lessee hereunder and the Acquisition Costs (as defined in the Facilities Lease) attributable to Facilities covered by an Acquired Facilities Lease (as defined in the Facilities Lease) and with respect to which a leasehold interest in such Facility is being subleased to Lessee hereunder (including any Acquisition Costs reasonably expected to be advanced to cause the completion of such Facilities) shall not, unless the Agent and the Majority Banks shall otherwise consent in writing, exceed fifteen percent (15%) of the then current aggregate Acquisition Costs for all Properties and Acquisition Costs (as defined in the Facilities Lease) for all Facilities (including any Acquisition Costs reasonably expected to be advanced to cause the completion of any Facilities).
Appears in 1 contract
Leasehold Interests. The following provisions relate to the Site each lease (a "Ground Lease, the Sublease and each additional lease ") under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder hereunder:
(each, a "Ground Lease"):
40.1 a) The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary neces-sary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 (b) The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liabilitylia-bility, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Lease or the provisions of this Section 2829.
40.3 (c) The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 The (d) If the Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent Lease of the Lessor.
40.5 The Lessee Parcel of Property to which such Ground Lease relates shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.thereupon terminate as provided in this paragraph (d). Upon such expiration, termi-
Appears in 1 contract
Leasehold Interests. The following provisions relate to the Site each lease (a "Ground Lease, the Sublease and each additional lease ") under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder hereunder:
(each, a "Ground Lease"):
40.1 a) The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 (b) The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Lease or the provisions of this Section 2829.
40.3 (c) The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor Lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor Lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 The (d) If the Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent Lease of the Parcel of Property to which such Ground Lease relates shall thereupon terminate as provided in this paragraph (d). Upon such expiration, termination or extinguishment, the Lessee shall be required to purchase the Lessor's interest in such Parcel of Property at its Adjusted Acquisition Cost. If the Lessee shall be required to purchase the Lessor's interest in such affected Parcel, then (i) on the Basic Rent Payment Date next succeeding such event, the Lessee shall pay to the Lessor an amount equal to the Adjusted Acquisition Cost of such Property, (ii) the Lease Term or Renewal Term of such Property shall continue until the date on which the Lessor receives payment from the Lessee of the amount payable pursuant to this paragraph (d) and of all Basic Rent payable, the Variable Component of Basic Rent accrued with respect to such Parcel of Property and any Additional Rent and other amounts owing hereunder, and shall then terminate upon the payment of such amounts and (iii) the Lessor shall on such date transfer title to the Lessor's interest in such Parcel to the Lessee.
40.5 (e) The Lessee shall ensure that the Site each Ground Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Samples: Lease Agreement (Seaboard Corp /De/)
Leasehold Interests. The following provisions relate to the Site each lease (an "Acquired Facilities Lease, the Sublease and each additional lease ") under which a leasehold interest in a Parcel of Property Facility is being subleased to Diamond Shamrock R & M hereunder:
(a) This Facilities Lease is subject and subordinate to all of the Lessee or a Permitted Sublessee hereunder terms, covenants, provisions, conditions and agreements contained in each Acquired Facilities Lease and the matters to which the Acquired Facilities Lease is subject and subordinate.
(each, a "Ground Lease"):
40.1 The Lessee b) Diamond Shamrock R & M hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases Acquired Facilities Lease on the Lessor's Brazos' part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease) , to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease. The Lessee further .
(c) Diamond Shamrock R & M covenants and agrees that it shall will not do or cause to be exercised done or suffer or permit any renewal option contained in the Ground Lease act or thing to be done which relates to renewal occurring in whole would or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under might cause such Ground Lease.
40.2 The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Acquired Facilities Lease or the provisions rights of this Section 28.
40.3 The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required Brazos as lessee thereunder to be provided canceled, terminated or repairs forfeited or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor thereunder. The Lessor shall in no event be which would make Diamond Shamrock R & M or Brazos liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor losses, costs, liabilities, damages, claims, penalties or any offset against any amount payable to the Lessor under this Leaseother expenses.
40.4 The Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without the prior written consent of the Lessor.
40.5 The Lessee shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Samples: Facilities Lease Agreement (Ultramar Diamond Shamrock Corp)
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder (each, a "Ground Lease"):
40.1 a) The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases Lease on the Lessor's part as lessee or sublessee and grantee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during and the term rights of this Lease. The Lessee agrees to cooperate fully with the Lessor as grantee with respect to enforce the Easements, except to the extent such performance is solely under the control of the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 (b) The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any each Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any the Ground Lease Lease, the Easements or the provisions of this Section 2828 other than to the extent arising solely from the gross negligence or willful misconduct of the Lessor.
40.3 (c) The Lessor and the Lessee agree that during the term of this Lease and the Agreement for Lease the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any the Ground Lease by the lessor lessee or grantee thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor Lessor as the lessee under any the Ground Lease or with respect to the Easements in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 The Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without the prior written consent of the Lessor.
40.5 The Lessee shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder (each, a "Ground Lease"):
40.1 a) The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying each Ground Leases Lease on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any the Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any the Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 (b) The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any the Ground Lease or the provisions of this Section 2829.
40.3 (c) The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any the Ground Lease by the lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any the Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 The (d) If the Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent lease of the Parcel of Property to which such Ground Lease relates shall thereupon terminate as provided in this paragraph (d). Upon such expiration, termination or extinguishment, the Lessee shall be required to purchase the Lessor's interest in such Parcel of Property at its Adjusted Acquisition Cost. If the Lessee shall be required to purchase the Lessor's interest in such affected Parcel, then (i) on the Basic Rent Payment Date next succeeding such event, the Lessee shall pay to the Lessor an amount equal to the Adjusted Acquisition Cost of such Property, (ii) the Lease Term or Renewal Term of such Property shall continue until the date on which the Lessor receives payment from the Lessee of the amount payable pursuant to this paragraph (d) and of all Basic Rent payable, and any Additional Rent and other amounts owing hereunder, and shall then terminate upon the payment of such amounts and (iii) the Lessor shall on such date transfer title to the Lessor's interest in such Parcel to the Lessee.
40.5 (e) The Lessee shall ensure that the Site each Ground Lease and the Sublease shall each be a Mortgageable Ground Lease.
Appears in 1 contract
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease (an "ACQUIRED FACILITIES LEASE") under which a leasehold interest in a Parcel of Property Facility is being subleased to Lessee hereunder:
(a) This Facilities Lease is subject and subordinate to all of the Lessee or a Permitted Sublessee hereunder terms, covenants, provisions, conditions and agreements contained in each Acquired Facilities Lease and the matters to which the Acquired Facilities Lease is subject and subordinate.
(each, a "Ground Lease"):
40.1 The b) Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases Acquired Facilities Lease on the Lessor's Brazos' part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease) , to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor Brazos as lessee under any Ground the Acquired Facilities Lease. The Each of the parties hereto agree to promptly provide the other with copies of any notices or other information received in writing from any landlord under an Acquired Facilities Lease.
(c) Lessee further covenants and agrees that it shall will not do or cause to be exercised done or suffer or permit any renewal option contained in act or thing to be done which would or might cause such Acquired Facilities Lease or the Ground rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which would make Lessee or Brazos liable for any losses, costs, liabilities, damages, claims, penalties or other expenses. Brazos covenants and agrees, subject to any limitations on its rights and obligations hereunder, that it will not do or cause to be done or knowingly suffer or knowingly permit any act or thing to be done without notice to Lessee which would or might cause such Acquired Facilities Lease or the rights of Brazos as lessee thereunder to be canceled, terminated or forfeited or which relates to renewal occurring in whole would make Lessee or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under Brazos liable for any Ground Lease as against the lessor under such Ground Leaselosses, costs, liabilities, damages, claims, penalties or other expenses.
40.2 The (d) Lessee covenants and agrees pursuant to Section 11 ARTICLE X hereof to indemnify and hold harmless the Lessor Brazos and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Acquired Facilities Lease or the provisions of this Section 28ARTICLE XVI.
40.3 The Lessor (e) Brazos and the Lessee agree that the Lessor shall have no obligation or responsibility to provide any services or equipment which are required to be provided or repairs or restorations which are required to be made in accordance with the provisions of any Ground such Acquired Facilities Lease by the lessor thereunderthereunder will be provided and made by such lessor, and Brazos shall have no obligation to provide any such services or to make any such repairs or restorations. The Lessor Brazos shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground the Acquired Facilities Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor Brazos or any offset against any amount payable to the Lessor Brazos under this Facilities Lease.
40.4 The Lessor's (f) If Brazos' interest under any Ground Acquired Facilities Lease shall not expire, terminate or otherwise be extinguished without extinguished, the prior written consent Facilities Lease of the LessorFacility to which such Acquired Facility Lease relates shall thereupon terminate as provided in this paragraph. Upon such expiration, termination or extinguishment (i) on the Basic Rent Payment Date next succeeding such event, Lessee shall pay to Brazos an amount equal to the Acquisition Cost of such Facility less any Unearned Rent and (ii) the Lease Term or Renewal Term of such Facility shall continue until the date on which Brazos receives payment from Lessee of the amount payable pursuant to this paragraph (f) and of all Basic Rent payable and any Additional Rent and other amounts owing hereunder, and shall then terminate upon the payment of such amounts and Brazos shall assign to Lessee the rights, if any, of Brazos under such Acquired Facilities Lease.
40.5 (g) The Lessee shall ensure that aggregate of the Site Acquisition Costs attributable to Facilities covered by an Acquired Facilities Lease and with respect to which a leasehold interest in such Facility is being subleased to Lessee hereunder (including any Acquisition Costs reasonably expected to be advanced to cause the Sublease shall each be a Mortgageable completion of such Facilities) and the Acquisition Costs (as defined in the Ground Lease) attributable to Properties covered by an Acquired Ground Lease (as defined in the Ground Lease) and with respect to which a leasehold interest in such Property is being subleased to Lessee under the Ground Lease shall not, unless the Agent and the Majority Banks shall otherwise consent in writing, exceed fifteen percent (15%) of the then current aggregate Acquisition Costs for all Facilities (including any Acquisition Costs reasonably expected to be advanced to cause the completion of any Facilities) and Acquisition Costs (as defined in the Ground Lease) for all Properties.
Appears in 1 contract
Samples: Facilities Lease Agreement (Randalls Food Markets Inc)
Leasehold Interests. The following provisions relate to the Site Lease, the Sublease and each additional lease under which a leasehold interest in a Parcel of Property is subleased to the Lessee or a Permitted Sublessee hereunder (each, a "Ground Lease"):
40.1 The Lessee hereunder covenants and agrees to perform and to observe and to cause each Permitted Sublessee to perform and observe all of the terms, covenants, provisions, conditions and agreements of the underlying Ground Leases on the Lessor's part as lessee or sublessee thereunder to be performed and observed (including, without limitation, payment of all rent, additional rent and other amounts payable by the Lessor as lessee under any Ground Lease) to the end that all things shall be done which are necessary to keep unimpaired the rights of the Lessor as lessee under any Ground Lease. The Lessee further covenants that it shall cause to be exercised any renewal option contained in the Ground Lease which relates to renewal occurring in whole or in part during the term of this Lease. The Lessee agrees to cooperate fully with the Lessor to enforce the Lessor's rights as the lessee under any Ground Lease as against the lessor under such Ground Lease.
40.2 The Lessee covenants and agrees pursuant to Section 11 hereof to indemnify and hold harmless the Lessor and any Assignee from and against any and all liability, loss, damage, suits, penalties, claims and demands of every kind and nature (including, without limitation, reasonable attorneys' fees and expenses) by reason of the Lessee's or any Permitted Sublessee's failure to comply with any Ground Lease or the provisions of this Section 28.
40.3 The Lessor and the Lessee agree that the Lessor shall have no obligation or responsibility to provide services or equipment required to be provided or repairs or restorations required to be made in accordance with the provisions of any Ground Lease by the lessor thereunder. The Lessor shall in no event be liable to the Lessee nor shall the obligations of the Lessee hereunder be impaired or the performance thereof excused because of any failure or delay on the part of the lessor under any Ground Lease in providing such services or equipment or making such restorations or repairs and such failure or delay shall not constitute a basis for any claim against the Lessor or any offset against any amount payable to the Lessor under this Lease.
40.4 The Lessor's interest under any Ground Lease shall not expire, terminate or otherwise be extinguished without the prior written consent of the Lessor.
40.5 The Lessee shall ensure that the Site Lease and the Sublease shall each be a Mortgageable Ground Lease.such
Appears in 1 contract
Samples: Lease Agreement (Potash Corporation of Saskatchewan Inc)
