Common use of Lessee's Purchase Option Clause in Contracts

Lessee's Purchase Option. (I) With respect to each Lease Supplement, the Lessee shall be entitled, at its option at the end of the Basic Term and any Renewal Term (notwithstanding that Lessee may have previously agreed to renew this Lease for subsequent Renewal Terms), upon written notice to the Lessor as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement for which Lessee has not opted to renew this Lease, unless (i) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor in immediately available funds, on the Rent Payment Date specified in the Lessee's notice to the Lessor. The date of purchase shall be no earlier than the first anniversary of the Funding Date with respect to such Items of Equipment. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment. In addition, the Lessee shall pay to the Lessor on the early buyout date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing to the Lessor hereunder. The Lessor's sale of each Item of Equipment shall be on an "as-is, where-is" basis, without any representation or warranty by, or recourse to, the Lessor except that the Lessor shall warrant that each such Item of Equipment shall be returned free and clear of all Liens of the sort described in clause (d) of the definition of Permitted Liens. If the Lessee intends to exercise said early buyout option, the Lessee shall provide the Lessor with 180 days' prior written notice thereof. (II) In addition to Lessee's purchase option under clause (I) above, if either (x) this Lease is not construed as an operating lease for financial accounting purposes by Lessee's independent accountants or (y) any Required Alteration under Section 11 is reasonably determined by Lessee to be economically impractical, then, with respect to each Lease Supplement, the Lessee shall be entitled, upon not less than ninety (90) days prior written notice to the Lessor as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement, unless (i) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor in immediately available funds, on the Business Day (the "Payment Date") specified in the Lessee's notice to the Lessor. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment as of the immediately preceding Rent Payment Date plus interest accrued thereon at the Applicable Rate from such preceding Rent Payment Date through such Payment Date. In addition, the Lessee shall pay to the Lessor on the Payment Date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing to

Lessee's Purchase Option. (I) With respect to each If this Lease Supplementshall not have been earlier terminated, the Lessee shall be entitled, at its option at the end of the Basic Term and any Renewal Term (notwithstanding that Lessee may have previously agreed to renew this Lease for subsequent Renewal Terms)option, upon written notice to the Lessor Lessor, as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement for which Lessee has not opted to renew this Lease, unless on the Termination Date for each such Item of Equipment, for an amount (i) a Default or Event the "Purchase Option Amount"), with respect to each Item of Default existsEquipment, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor payable in immediately available funds, on the Rent Payment Date specified in the Lessee's notice to the Lessor. The date of purchase shall be no earlier than the first anniversary of the Funding Date with respect to such Items of Equipment. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance sum of (v) the Estimated Residual Value of such Item of Equipment applicable to the Basic Term or Renewal Term thereof then ending, plus (w) the Basic Rent due and payable for such Items Item of Equipment. In addition, the Lessee shall pay to the Lessor Equipment on the early buyout dateTermination Date, if Basic Rent for such Item is payable in immediately available fundsarrears, plus (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes taxes, attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing to the Lessor hereunder, plus, in the event that Lessee exercises its purchase option hereunder prior to the end of the Maximum Term, (z) the Reinvestment Premium. The Lessor's sale of each Item of Equipment shall be on an "as-is, where-is" is basis, without any representation or warranty by, or recourse to, the Lessor except that the Lessor shall warrant that each such Item of Equipment shall be returned free and clear of all Liens of the sort described in clause (d) of the definition of Permitted LiensLessor. If the Lessee intends to exercise said early buyout purchase option, the Lessee shall provide the Lessor with 180 days' prior give written notice thereof. to Lessor to such effect at least one hundred eighty (II) In addition to Lessee's purchase option under clause (I) above, if either (x) this Lease is not construed as an operating lease for financial accounting purposes by Lessee's independent accountants or (y) any Required Alteration under Section 11 is reasonably determined by Lessee to be economically impractical, then, with respect to each Lease Supplement, the Lessee shall be entitled, upon not less than ninety (90120) days prior to the expiration of the Basic Term of the Item(s) of Equipment whose Basic Term first expires hereunder, or, if Lessee has renewed this Lease pursuant to Section 28 (a) hereof, then at least one hundred eighty (120) days prior to the expiration of the then current Renewal Term of the Item(s) of Equipment whose Basic Term first expires hereunder. If Lessee gives such written notice to the Lessor as hereinafter provided, same shall constitute a binding obligation of Lessee to purchase all, but not less than all, Items all of Equipment then subject to such Lease Supplement, unless (i) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor in immediately available funds, on the Business Day (the "Payment Date") specified in the Lessee's notice to the Lessor. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment as of and to pay Lessor the immediately preceding Rent Payment Date plus interest accrued thereon at the Applicable Rate from such preceding Rent Payment Date through such Payment Date. In addition, the Lessee shall pay to the Lessor Purchase Option Amount on the Payment Date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing toTermination Date thereof.

Lessee's Purchase Option. (I) With respect to each Lease Supplement, the Provided that Lessee shall be entitledhas paid in full all rental then due hereunder and is not then in default, at its option at any time after seven (7) years from the date of the first rental payment of this Lease to the end of the Basic Term and primary term, Lessee shall have the option (the "Option") to purchase the Leased Premises, together with any Renewal Term (notwithstanding that improvements or fixtures located thereon. Lessee may have previously agreed exercise the Option by giving Lessor written notice of Lessee's election to renew exercise the Option. Within twenty (20) days after the date (the "Exercise Date") Lessee exercises the Option, Lessor shall, at Lessor's expense, deliver or cause to be delivered to Lessee the following: (a) a title commitment (the "Title Commitment") setting forth the status of the title to the Leased Premises, (b) two (2) current original signed surveys of the Leased Premises (the "Survey") with a certification reasonably acceptable to Lessee, and (c) any reports or information regarding the Leased Premises in Lessor's possession. Lessee may object to any matters reflected by, or omitted in, any such items by giving Lessor written notice of such objection within fifteen (15) days after Lessee's receipt of all such items. Lessor may attempt to cure such objectionable matters within fifteen (15) days of the date of Lessee's notice. If Lessor fails to timely cure such objectionable matters, Lessee may (a) terminate the Option, in which event this Lease for subsequent Renewal Terms)shall continue in full force and effect, upon written notice or (b) elect to purchase the Leased Premises subject to the objectionable matters. The purchase price (the "Purchase Price") for the Leased Premises shall be Four Hundred Eighty-Five Thousand and No/100 Dollars ($485,000.00). If all obligations and conditions described above are satisfied, the closing (the "Closing") of the purchase and sale of the Leased Premises shall occur sixty (60) days after the Exercise Date. At the Closing, the matters described below shall occur. The performance or tender of performance of such matters are concurrent conditions and neither Lessor nor Lessee shall be obligated to perform its obligations under this paragraph unless, coincident therewith, the other party performs or tenders performance of its obligations under this paragraph. Lessor shall perform the following at the Closing: (a) Lessor shall execute, have acknowledged, and deliver to Lessee an Act of Cash Sale in reasonably acceptable form conveying to Lessee good and indefeasible fee simple title to the Leased Premises; (b) Lessor shall execute and deliver to Lessee a sworn certificate stating Lessor's United States taxpayer identification number and stating that Lessor is not a "foreign person" within the meaning of Section 1445 of the United States Internal Revenue Code of 1986, as hereinafter providedamended, and otherwise complying with Section T1.1445-2T of the regulations promulgated under Section 1445; (c) Lessor, at Lessor's expense, shall cause an Owner's Policy of Title Insurance, insuring fee simple title to purchase allthe Leased Premises in Lessee in the amount of the Purchase Price to be delivered to Lessee; and (d) Lessor shall execute and deliver to Lessee an assignment of Lessor's interest in and to any contracts related to the Leased Premises. At the Closing, but not less than allLessee shall pay to Lessor the Purchase Price. All rent due hereunder shall be prorated on a daily basis to the date of the Closing. At the Closing the parties will execute and deliver such documents, Items and take such other actions, as may be reasonable, necessary, or appropriate to affect the sale of Equipment then subject the Leased Premises to such Lessee. At the Closing, Lessor and Lessee shall execute, acknowledge, and deliver to one another a recordable instrument evidencing the termination of this Lease Supplement for which with respect to the Leased Premises. At the Closing, the other costs of Closing shall be allocated between Lessor and Lessee has not opted to renew this Leasein the manner customarily allocated between buyers and sellers of real property in Lafayette, unless Louisiana. Between the Exercise Date and the Closing, Lessor will not, without the prior written consent of Lessee, (i) a Default create any lien, security interest, pledge, assignment, claim, charge, encumbrance, conditional sales contract, option, lease, restrictive covenant, right of first refusal, preferential purchase right, condition, easement, right-of- way, exception, encroachment, overlay, title defect, or Event of Default existsother outstanding right, title, interest, or estate applicable to the Leased Premises or (ii) this Lease shall have been earlier terminatedenter into any material contracts, agreements, or understandings pertaining to the Leased Premises. Such purchase shall be consummated, and the Lessee shall pay If Lessor fails to close the purchase price therefor and sale of the Leased Premises or fails to the Lessor in immediately available fundssatisfy any of its obligations under this Section 38, on the Rent Payment Date specified in the Lessee may, at Lessee's notice to the Lessor. The date of purchase shall be no earlier than the first anniversary of the Funding Date with respect to such Items of Equipment. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment. In addition, the Lessee shall pay to the Lessor on the early buyout date, in immediately available fundsoption, (xa) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of terminate this Lease and any other Supplemental Payments then due terminate Lessee's obligation to purchase the Leased Premises, (b) terminate this Lease and owing to the Lessor hereunder. The seek specific performance of Lessor's sale of each Item of Equipment shall be on an "as-isobligations under this Section 38, where-is" basis, without any representation or warranty by(c) terminate Lessee's obligation to purchase the Leased Premises and maintain this Lease in full force and effect, or recourse to, the Lessor except that the Lessor shall warrant that each such Item of Equipment shall be returned free and clear of all Liens of the sort described in clause (d) maintain this Lease in full force and effect and seek specific performance of the definition of Permitted LiensLessor's obligations under this Section 38. If the Lessee intends fails to exercise said early buyout option, the Lessee shall provide the Lessor with 180 days' prior written notice thereof. (II) In addition to Lessee's purchase option under clause (I) above, if either (x) this Lease is not construed as an operating lease for financial accounting purposes by Lessee's independent accountants or (y) any Required Alteration under Section 11 is reasonably determined by Lessee to be economically impractical, then, with respect to each Lease Supplement, the Lessee shall be entitled, upon not less than ninety (90) days prior written notice to the Lessor as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement, unless (i) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay close the purchase price therefor to the Lessor in immediately available funds, on the Business Day (the "Payment Date") specified in the Lessee's notice to the Lessor. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment as of the immediately preceding Rent Payment Date plus interest accrued thereon at the Applicable Rate from such preceding Rent Payment Date through such Payment Date. In addition, the Lessee shall pay to the Lessor on the Payment Date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing toand

Lessee's Purchase Option. If (Ii) With respect to each no Event of Default shall have occurred and be continuing, and (ii) this Lease Supplementshall not have been earlier terminated, the Lessee shall be entitled, at its option at the end of the Basic Term and any Renewal Term (notwithstanding that Lessee may have previously agreed to renew this Lease for subsequent Renewal Terms)option, upon written notice to the Lessor Lessor, as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement for which Lessee has not opted to renew this Lease, unless (i) a Default or Event on the date immediately following the date of Default existsthe expiration of the Basic Term of each such Item of Equipment or, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummatedas the case may be, and the Lessee shall pay expiration of the purchase price therefor then Renewal Term of each such Item of Equipment, for an amount, with respect to the Lessor each Item of Equipment, payable in immediately available funds, on the Rent Payment Date specified in the Lessee's notice to the Lessor. The date of purchase shall be no earlier than the first anniversary of the Funding Date with respect to such Items of Equipment. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment. In additionfair market sales value thereof determined in accordance with Section 29(c) hereof, the Lessee shall pay to the Lessor on the early buyout date, in immediately available funds, (x) plus any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing to the Lessor hereunder. The Lessor's sale of each Item of Equipment shall be on an "as-is, where-is" is basis, without any representation or warranty by, or recourse or warranty to, Lessor (except as to the absence of Liens granted or placed thereon by Lessor except that or any Assignee pursuant to Section 14(c)). If Lessee intends to exercise said purchase option, Lessee shall give written notice to Lessor to such effect at least one hundred twenty (120) days prior to the expiration of the Basic Term of the Item(s) of Equipment whose Basic Term first expires hereunder, or, if Lessee has renewed this Lease pursuant to Section 29(a) hereof, then at least one hundred twenty (120) days prior to the expiration of the then current Renewal Term of the Item(s) of Equipment whose Basic Term first expires hereunder. If Lessee fails to give such written notice to Lessor as aforesaid, Lessor shall warrant be entitled to presume that Lessee has elected not to exercise said purchase option, and, unless Lessor otherwise agrees in writing, each such Item of Equipment shall be returned free and clear to Lessor in accordance with the provisions of all Liens of the sort described in clause Section 6 hereof. Until each such Item has been so returned to Lessor (d) of the definition of Permitted Liens. If the or if Lessee intends to exercise has exercised its said early buyout option, the Lessee shall provide the Lessor with 180 days' prior written notice thereof. (II) In addition to Lessee's purchase option under clause (Ibut has failed, for whatever reason, to pay Lessor the purchase option amount on the payment date specified in the first sentence of this Section 29(b) above, if either (x) this Lease is not construed as an operating lease for financial accounting purposes by Lessee's independent accountants or (y) any Required Alteration under Section 11 is reasonably determined by Lessee to be economically impractical, then, with respect to each Lease Supplementany Item then until such payment has been made to Lessor), the Lessee shall be entitled, upon not less than ninety (90) days prior written notice continue to pay Lessor the Lessor as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement, unless (i) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor in immediately available funds, on the Business Day (the "Payment Date") specified in the Lessee's notice to the Lessor. The purchase price Basic Rent for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal as specified in the next to the Unamortized Lease Balance for such Items last sentence of Equipment as of the immediately preceding Rent Payment Date plus interest accrued thereon at the Applicable Rate from such preceding Rent Payment Date through such Payment Date. In addition, the Lessee shall pay to the Lessor on the Payment Date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing toSection 6 hereof.

Lessee's Purchase Option. If, at the time the below described purchase option is exercised and at the commencement of any applicable Renewal Term, (Ii) With respect to each no Event of Default shall have occurred and be continuing under any of the Leases, and (ii) the Lease Supplementof those Items of Equipment whose purchase is sought shall not have been earlier terminated, the Lessee shall be entitled, at its option at the end of the Basic Term and any Renewal Term (notwithstanding that Lessee may have previously agreed to renew this Lease for subsequent Renewal Terms)option, upon written notice to the Lessor as hereinafter provided, to purchase all, but not less than all, Items of Equipment then subject to such Lease Supplement for which Lessee has not opted to renew this Leases, at the expiration of the initial Term of each such Lease, unless (i) a Default or Event or, as the case may be, at the expiration of Default existsthe then Renewal Term of each such Lease, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummatedfor an amount, and with respect to each of the Lessee shall pay the purchase price therefor to the Lessor Items of Equipment, payable in immediately available funds, on the Rent Payment Date specified in the Lessee's notice to the Lessor. The date of purchase shall be no earlier than the first anniversary of the Funding Date with respect to such Items of Equipment. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment. In additionfair market sales value thereof determined in accordance with Section 1(c) hereof, the Lessee shall pay to the Lessor on the early buyout date, in immediately available funds, (x) plus any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing to the Lessor hereunder. The Lessor's sale of each Item of the Items of Equipment shall be on an "as-is, where-is" is basis, without any representation or warranty of any kind, express or implied, by, or recourse to, the Lessor except that the Lessor shall warrant that each such Item of Equipment shall be returned free and clear of all Liens of the sort described in clause (d) of the definition of Permitted LiensLessor. If the Lessee intends to exercise said early buyout purchase option, the Lessee shall provide the Lessor with 180 days' prior give written notice thereof. (IIto Lessor to such effect at least 120 days prior to the expiration of the initial Term of the Lease of Items of Equipment to be purchased whose initial Term first expires hereunder, or, if Lessee has renewed such Leases pursuant to Section 1(a) In addition hereof, then at least 90 days prior to Lessee's the expiration of the then current Renewal Term of the Lease whose Renewal Term first expires hereunder. If Lessee fails to give such written notice to Lessor as aforesaid, it shall be conclusively presumed that Lessee has elected not to exercise said purchase option under clause (I) above, if either (x) this Lease is not construed as an operating lease for financial accounting purposes by Lessee's independent accountants or (y) any Required Alteration under Section 11 is reasonably determined by Lessee to be economically impractical, then, with respect to each Lease Supplement, the and Lessee shall be entitled, upon not less than ninety (90) days prior written notice deemed to have no further rights hereunder or under any of the Lessor as hereinafter provided, Leases to purchase all, but not less than all, any of the Items of Equipment then subject to such Lease Supplement, unless (iEquipment. [Notwithstanding the provisions contained Section 1(c) a Default or Event of Default exists, or (ii) this Lease shall have been earlier terminated. Such purchase shall be consummated, and the Lessee shall pay the purchase price therefor to the Lessor in immediately available funds, on the Business Day (the "Payment Date") specified in the Lessee's notice to the Lessor. The purchase price for each such Item shall be an amount (each, an "EBO Purchase Option Amount") equal to the Unamortized Lease Balance for such Items of Equipment as of the immediately preceding Rent Payment Date plus interest accrued thereon at the Applicable Rate from such preceding Rent Payment Date through such Payment Date. In additionhereof, the Lessee shall pay to the Lessor on the Payment Date, in immediately available funds, (x) any applicable sales, excise or other taxes imposed as a result of such sale (other than gross or net income or similar taxes attributable to such sale), plus (y) the Make Whole Amount, if any, required to be paid under the terms of this Lease and any other Supplemental Payments then due and owing tofair market value is hereby established at NOT TO EXCEED 25%of lessor's cost.]