Common use of Procedure upon Purchase Clause in Contracts

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to this Lease, Lessor shall convey to Lessee or its designee title thereto not inferior to that which existed on the date of the commencement of the term hereof, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lessee. (b) Upon the date fixed for any purchase of the Premises hereunder, Lessee shall pay to Lessor the purchase price therefor specified herein together with all Basic Rent, additional rental obligations and other sums then due and payable hereunder to and including such date of purchase, and Lessor shall deliver to Lessee or Lessee's designee a deed to the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with any other instruments necessary to assign any other property then required to be assigned by Lessor pursuant hereto. Lessee shall pay all charges incident to such conveyance and assignment, including counsel fees, escrow fees, recording fees, title insurance premiums and all applicable taxes (other than any income or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed and other instruments. Upon the completion of such purchase, but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If In the event of a purchase of the Property by Lessee shall purchase the Premises pursuant to this LeaseSection 12.3 hereof, Lessor shall convey not be obligated to Lessee or its designee give any better title thereto not inferior to that which than existed on the date of at the commencement of the term hereofof this Sublease, and Lessee or its designee shall accept such title, subjecttitle free, however, of any mortgages unless Lessee elects to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lessee. (b) Upon take subject to such mortgages. On the date fixed for any of purchase of the Premises hereunderProperty by Lessee pursuant to Section 12.3, Lessee shall pay to Lessor, by certified or cashiers check at such place as Lessor shall designate in the State of Connecticut, the purchase price therefor specified herein together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchaseunder this Sublease, and Lessor shall thereupon deliver to Lessee an appropriate deed which shall transfer at least the title described in this Section 12.5. There shall be no proration of taxes, assessments or Lessee's designee a deed to utility costs or other expenses which otherwise would be the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with any other instruments necessary to assign any other property then required to be assigned by Lessor pursuant heretoobligation of Lessee under this Sublease. Lessee shall pay all recording fees in connection with the transfer and Lessor and Lessee shall equally share the cost of any state, federal or local conveyance charges incident to such conveyance and assignment, including counsel fees, escrow fees, recording fees, title insurance premiums and all applicable or taxes (other than any income or franchise taxes of Lessor) which may be whether imposed by reason of such conveyance and assignment and the delivery of said deed and other instrumentslaw on Lessor or on Lessee. Upon the completion of such purchase, but not prior thereto (regardless of the reason for any delay or inability which may occur in consummating such purchase and whether or not any such delay or failure in the completion of such purchase shall be inability is due to the fault of the Lessor), this Lease Sublease shall terminate. In the event of the termination of this Sublease, except with respect to obligations and the liabilities of Lessee hereunderLessee, actual or contingent, under this Sublease which have arisen on or arose prior to such date of purchase. Lessee termination shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereundersurvive such termination.

Procedure upon Purchase. (a) If In the event of the purchase of the Leased Premises or any part thereof by the Lessee shall purchase the Premises pursuant to any provision of this Lease, the Lessor shall need not transfer and convey to the Lessee or its designee nominee any better title thereto not inferior to that which than existed on the date of the commencement of the term hereofthis Lease, and the Lessee or its designee shall accept such title, subject, however, to all liens, encumbrances, charges, liens, security interests exceptions and encumbrances restrictions attaching thereto on or after the Premises commencement date of this Lease which have not been created or caused by Lessor and to all applicable Legal Requirementslaws, regulations and ordinances, but free of the lien of the Mortgage and chargesMortgage, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeif any. (b) Upon the date fixed for any such purchase of the Leased Premises hereunderof a part thereof pursuant to any provision of this Lease, the Lessee shall pay to the Lessor at its address set forth above or at any other place designated by the Lessor the purchase price therefor specified herein together with all Basic Rent, additional rental obligations and other sums then due and payable hereunder to and including such date of purchase, and the Lessor shall there deliver to the Lessee or Lessee's designee (i) a deed with covenants against acts of the Lessor, which deed relates to the Leased Premises in recordable form conveying or the portion thereof then being sold to the Lessee and shall convey and transfer at least the title as specified thereto which is described in paragraph 15(a) hereof14, together with any (ii) such other instruments as shall be necessary to assign transfer to the Lessee any other property then required to be assigned sold by the Lessor pursuant heretoto this Lease. The Lessee shall pay all charges incident to such conveyance and assignmenttransfer, including any counsel fees, escrow fees, recording fees, title insurance premiums and all applicable federal, state and local taxes (other than any income or franchise taxes of levied upon or assessed against the Lessor) which may be incurred or imposed by reason of such the conveyance and assignment and transfer of the Leased Premises or part thereof then being purchased, or by reason of the delivery of said deed and other instruments. Upon the completion of such purchase, but not prior thereto (whether or not any delay or failure in the completion of of, or the failure to complete, such purchase shall be the fault of the Lessor), this Lease and all obligations hereunder (including the obligations to pay Basic Rent and additional rent) shall terminate, terminate with respect to the Leased Premises except with respect to obligations and liabilities of Lessee hereunderthe Lessee, actual or contingent, under this Lease which have arisen arose on or prior to such said date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 6.02 of this Lease, Lessor shall convey or cause to Lessee or its designee be conveyed title thereto not inferior to that which existed on the date of the commencement of the term hereofby special warranty deed, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of any mortgage imposed by Lessor and subject only to this Lease, the lien of any taxes, exceptions subject to which the Mortgage Premises were conveyed to Lessor, exceptions created or consented to or existing by reason of any action or inaction by Lessee and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeall Legal Requirements. (b) Upon the date fixed for any purchase of the Premises hereunderpursuant to Section 6.02 of this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a deed to or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments reasonably necessary to evidence the conveyance of title thereto described in Section 6.01(a) and to assign any other property then required to be assigned by Lessor pursuant hereto. Lessee acknowledges and understands that any conveyance of the Premises by Lessor to Lessee shall be made on an "As-Is", "Where-Is" and "With All Faults" basis, and without any representations or warranties, express, implied or statutory as to the Premises' habitability, suitability, marketability, value, fitness for any particular use or purpose, the absence or presence of any latent or patent defects at or within the Premises, or the compliance of the Premises with any laws (including, without limitation, any environmental laws), and the deed by which Lessor conveys the Premises to Lessee shall contain express language to such effect. (c) There shall be no adjustments at the closing of a purchase pursuant to this Section 6.01. Lessee shall pay all charges incident to such conveyance and assignment, including including, without limitation, reasonable counsel fees, escrow fees, recording fees, title insurance premiums and all applicable taxes (other than but not including deed tax, if required to be paid by seller under Minnesota law or any income income, capital gain or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, any purchase of the entire Premises (but not of any lesser interest than the entire Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date completion of purchase. Lessee shall pay to Lessor, interest at purchase or which specifically survive the rate expiration or earlier termination of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunderthis Lease.

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 12.3 of this Lease, Lessor shall convey the Premises to Lessee or its designee title thereto not inferior to that which existed on the date FMV Purchase Option Closing Date free and clear of any Fee Mortgage and of liens and encumbrances created by, through or under Lessor without the commencement consent of Lessee during the term hereofTerm (other than Permitted Exceptions), but otherwise subject to such exceptions to title as shall exist on such FMV Purchase Option Closing Date, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lessee. (b) Upon On the date fixed for any purchase of the Premises hereunderFMV Purchase Option Closing Date, Lessee shall shall, by wire transfer of immediately available funds, pay to Lessor, or as Lessor may direct in writing, the purchase price therefor specified herein FMV Purchase Price, together with all Basic Rent, additional rental obligations Rental and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a bargain and sale deed to without covenants for the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with and any other instruments reasonably necessary to convey the title thereto described in this Section 12.4 and to assign any other property then required to be assigned by Lessor pursuant hereto. In connection with such conveyance and assignment, (i) Lessor shall pay the fees of Lessor's counsel and fifty (50%) percent of any transfer taxes payable in connection with such transaction, and (ii) Lessee shall pay pay, on an after-tax basis, all other charges incident to such conveyance and assignment, including including, without limitation, Lessee's counsel fees, the remaining fifty (50%) percent of the transfer taxes, escrow fees, recording fees, title insurance premiums and all other applicable taxes (other than any income income, estate, franchise or franchise other similar taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.65535RT65535CLE XIII CPI ESCALATION

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 6.02 of this Lease, Lessor shall convey or cause to Lessee or its designee be conveyed title thereto not inferior to that which existed on the date of the commencement of the term hereofby special warranty deed, and subject only to this Lease, the lien of any taxes, exceptions subject to which the Premises were conveyed to Lessor, exceptions created or consented to or existing by reason of any action or inaction by Lessee or its designee and all Legal Requirements, except Lessor shall accept such title, subject, however, to all charges, liens, security interests and encumbrances satisfy any mortgage imposed on the Premises and all applicable Legal Requirements, but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeby Lessor. (b) Upon the date fixed for any purchase of the Premises hereunderpursuant to Section 6.02 of this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee a special warranty deed, or Lessee's designee a deed to its equivalent, or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments reasonably necessary to evidence the conveyance of title thereto described in Section 6.01(a) and to assign any other property then required to be assigned by Lessor pursuant hereto. (c) There shall be no adjustments at the closing of a purchase pursuant to this Section 6. 01. Lessee shall pay all charges incident to such conveyance and assignment, including including, without limitation, reasonable counsel fees, escrow fees, recording fees, title insurance premiums and all applicable transfer taxes (other than not including any income income, capital gain or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, any purchase of the entire Premises (but not of any lesser interest than the entire Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date completion of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 6.02 of this Lease, Lessor shall convey or cause to Lessee or its designee be conveyed title thereto not inferior to that which existed on the date of the commencement of the term hereofby special warranty deed, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of any mortgage imposed by Lessor and subject only to this Lease, the lien of any taxes, exceptions subject to which the Mortgage Premises were conveyed to Lessor, exceptions created or consented to or existing by reason of any action or inaction by Lessee and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeall Legal Requirements. (b) Upon the date fixed for any purchase of the Premises hereunderpursuant to Section 6.02 of this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a deed to or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments reasonably necessary to evidence the conveyance of title thereto described in Section 6.01(a) and to assign any other property then required to be assigned by Lessor pursuant hereto. (c) There shall be no adjustments at the closing of a purchase pursuant to this Section 6. 01. Lessee shall pay all charges incident to such conveyance and assignment, including including, without limitation, reasonable counsel fees, escrow fees, recording fees, title insurance premiums and all applicable transfer taxes (other than not including any income income, capital gain or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, any purchase of the entire Premises (but not of any lesser interest than the entire Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date completion of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Except in connection with a purchase pursuant to paragraph 13, if Lessee shall purchase any interests in the Premises or any portion thereof pursuant to this Lease, Lessor shall need not convey or cause to Lessee or its designee be conveyed any better title thereto not inferior than existed in Lessor with respect to that which existed its interests in the Premises and/or in Master Lessor with respect to its interests in the Premises, in each case on the date of the commencement of the term hereofInitial Term, and Lessee or its designee shall accept such title, subject, however, to the state of title to the Premises on the date on which this Lease commenced; the con­dition of the Premises on the date of purchase; all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of (i) the lien of the Mortgage and Mortgage; (ii) charges, liens, security interests and encumbrances resulting from acts of Lessor or the Master Lessor taken without the consent of Lessee; and (iii) the Master Lease. (b) Upon the date fixed for any purchase of any interest in the Premises or any portion thereof hereunder, Lessee shall pay to Lessor the purchase price therefor specified herein herein, together with all Basic Rent Payments, Deferred Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a special warranty deed to or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with or portion thereof then being sold to Lessee and any other instruments necessary to convey the title thereto described in this paragraph 15 and to assign any other property then required to be assigned by Lessor to Lessee pursuant hereto. Lessee shall pay all charges incident to such conveyance and assignment, including reasonable counsel feesfees (except counsel fees attributable to clearing title), escrow fees, recording fees, title insurance premiums and all applicable taxes (other than any income (including capital gains) or franchise taxes of Lessor or Master Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed and other instruments, and all amounts payable by Lessor pursuant to paragraph 15(b) of the Master Lease. Upon the completion of such purchaseany purchase of the entire interest of Lessor in the Premises or of the entire interests of Lessor and Master Lessor in the Premises, as the case may be (but not of any lesser interest than the entire interest of Lessor in the Premises or of the entire interests of Lessor and Master Lessor in the Premises, as the case may be) but not prior thereto (whether or not any delay or failure in the completion comple­tion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee shall pay This paragraph 15(b) does not apply to Lessor, interest at a purchase upon the rate of 20-1/2% per annum on any overdue payment exercise of the purchase price and other sums payable hereunderright of first refusal contained in paragraph 13.

Procedure upon Purchase. (aA) If Lessee shall purchase the Premises pursuant to Article 12 or Article 15 of this Lease, Lessor shall convey to Lessee or its designee title thereto not inferior to that by Bargain and Sale Deed in a form customary for the county in which existed on the date of the commencement of the term hereof, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirementsare located, but free of any mortgage or lien and subject only to this Lease, the lien of any taxes, exceptions subject to which the Mortgage Premises were conveyed to Lessor, and charges, liens, security interests and encumbrances resulting from acts exceptions created or consented to or existing by reason of Lessor taken without the consent of any action or inaction by Lessee. (bB) Upon the date fixed for of any purchase of the Premises hereunderpursuant to Article 12 or Article 15 of this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Base Rent, additional rental obligations rent and other sums then due and payable hereunder pursuant to and including such date the applicable section of purchasethis Lease, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a deed (as stated above) to the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments necessary to convey the title thereto described hereto and to assign any other property then required to be assigned by Lessor pursuant hereto. (C) Lessor shall pay for title insurance premiums and its counsel's fees. Lessee shall pay all charges incident to such conveyance and assignment, including its counsel fees, escrow fees, recording fees, title insurance premiums . All other costs shall be prorated and all applicable taxes (other than any income or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed and other instruments. Upon the completion of such purchase, but not prior thereto (whether or not any delay or failure paid as customarily paid for in the completion of such purchase shall be county where the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunderPremises are located.

Procedure upon Purchase. (a) If in the event of the purchase of the Leased Premises or any part thereof by the Lessee shall purchase the Premises pursuant to any provision of this Lease, the Lessor shall need not transfer and convey to the Lessee or its designee nominee any better title thereto not inferior to that which than existed on an the date of the commencement of the term hereofthis Lease, and the Lessee or its designee shall accept such title, subject, however, to all liens, encumbrances, charges, liens, security interests exceptions and encumbrances on restrictions attaching thereto an or after the Premises commencement date of this Lease which have not been created or caused by Lessor and to all applicable Legal Requirementslaws, regulations and ordinances, but free of the lien of the Mortgage and chargesmortgage, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeif any. (b) Upon the date fixed for any such purchase of the Leased Premises hereunderof a part thereof pursuant to any provision Of this Lease, the Lessee shall pay to the Lessor at its address set forth above or at any other place designated by the Lessor the purchase price therefor specified herein together with all Basic Rent, additional rental obligations and other sums then due and payable hereunder to and including such date of purchase, and the Lessor shall there deliver to the Lessee or Lessee's designee (i) a deed with covenants against acts of the Lessor, which deed relates to the Leased Premises in recordable form conveying or the portion thereof then being sold to the Lessee and shall convey and transfer at least the title as specified thereto which is described in paragraph 15(a) hereof14, together with any (ii) such other instruments as shall be necessary to assign transfer to the Lessee any other property then required to be assigned sold by the Lessor pursuant heretoto this Lease. The Lessee shall pay all charges incident to such conveyance and assignmenttransfer, including any counsel fees, escrow fees, recording fees, title insurance premiums and all applicable federal, state and local taxes (other than any income or franchise taxes of levied upon or assessed against the Lessor) which may be incurred or imposed by reason of such the conveyance and assignment and transfer of the Leased Premises or part thereof then being purchased, or by reason of the delivery of said deed and other instruments. Upon the completion of such purchase, but not prior thereto (whether or not any delay or failure in the completion of of, or the failure to complete, such purchase shall be the fault of the Lessor), this Lease and all obligations hereunder (including the obligations to pay Basic Rent and additional rent) shall terminate, terminate with respect to the Leased Premises except with respect to obligations and liabilities of Lessee hereunderthe Lessee, actual or contingent, under this Lease which have arisen arose on or prior to such said date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 6.2 of this LeaseLease (or any other Section of this Lease to which this Section 6.1 applies), Lessor shall convey or cause to Lessee or its designee be conveyed title thereto not inferior to that which existed on the date of the commencement of the term hereofby special warranty deed, and Lessee or its designee shall accept such title, subject, however, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but free of any mortgage imposed by Lessor and subject only to this Lease, the lien of any taxes, exceptions subject to which the Mortgage Premises were conveyed to Lessor (including the Permitted Exceptions), exceptions created or consented to or existing by reason of any action or inaction by Lessee and chargesall Legal Requirements and any violations thereof, liensparties in possession, security interests and encumbrances resulting from acts any state of Lessor taken without the consent of Lessee. (b) facts an accurate survey would disclose. Upon the date fixed for any purchase of the Premises hereunderpursuant to this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a deed to or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments reasonably necessary to evidence the conveyance of title thereto described in Section 6.1 (a) and to assign any other property then required to be assigned by Lessor pursuant hereto. There shall be no adjustments at the closing of a purchase pursuant to this Section 6.1. Lessee shall pay all charges incident to such conveyance and assignment, including including, without limitation, reasonable counsel fees, escrow fees, recording fees, title insurance premiums and all applicable transfer taxes (other than not including any income income, capital gain or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, any purchase of the entire Premises (but not of any lesser interest than the entire Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date completion of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Except in the case of a purchase pursuant to paragraph 13(b), if Lessee shall purchase any interests in the Premises or any portion thereof pursuant to this Lease, Lessor shall need not convey or cause to Lessee or its designee be conveyed any better title thereto not inferior than existed in Lessor with respect to that which existed its interests in the Premises on the date of the commencement of the term hereofhereof and Lessor shall assign its right, title and interest to all contracts and agreements (including but not limited to this Lease) by and between the parties hereto to Lessee. Lessee shall be and remain liable for all of its obligations under such contracts and agreements which arise on or before the date of such assignment. Lessee or its designee shall accept such title, subjectwhich shall be subject to the state of title to the Premises on the date on which this Lease is commenced, howeverthe condition of the Premises on the date of purchase, to all charges, liens, security interests and encumbrances on the Premises and all applicable Legal Requirements, but which shall be free of the lien of the purchase money mortgage by and between Lessor and United States Fire Insurance Company, The North River Insurance Company, Westchester Fire Insurance Company and International Insurance Company dated as of the date hereof free of the lien of the Mortgage (except in the case of a purchase pursuant to paragraph 13(a)(i) on December 1, 1996 in which event such title shall be conveyed subject to this Lease and the lien of the Mortgage), charges, liens, easements, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lessee. (b) Upon the date fixed for any purchase of any interests in the Premises or any portion thereof hereunder, Lessee shall pay to Lessor the purchase price therefor specified herein together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee or Lessee's designee a deed to or other conveyance of the interests in the Premises in recordable form conveying or portion thereof then being sold to Lessee and any other instruments necessary to convey the title as specified thereto described in paragraph 15(a) hereof, together with any other instruments necessary and to assign any other property then required to be assigned by Lessor pursuant hereto. In the event that Lessee has exercised its option to purchase pursuant to clause (ii) of paragraph 13(a) and on the date fixed for purchase there has been no determination of the fair market value of the Premises pursuant to clause (ii) of paragraph 13(a), the purchase price payable under clause (ii) of paragraph 13(a) together with interest thereon at the rate of 13% from the date of purchase to the date of payment shall be a lien against the Premises and shall be paid promptly after such determination, and Xxxxxx shall execute and record a memorandum of such lien. The deed or conveyance shall recite that the Premises are deemed impressed with a trust for the payment of the purchase price to be determined in accordance with the provisions of this Lease, and upon the payment of such purchase price Lessor shall execute and deliver to Lessee, in recordable form, a cancellation of any right created by such deed or conveyance with respect to the Premises. Lessor and Xxxxxx shall pay their respective counsel fees and shall share equally escrow fees and per-page recording fees. Lessee shall pay all other charges incident to such conveyance and assignment, assignment including counsel fees, escrow fees, recording fees, title insurance premiums and all applicable taxes (other than any income or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed and other instruments. Upon Except in the case of purchases pursuant to paragraph 13(a)(i) and 13(b), upon the completion of such purchase, any purchase of the entire interest of Lessor in the Premises (but not of any lesser interest than the entire interest of Lessor in the Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase or exchange shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee In the event of a purchase of less than the entire Premises, after such purchase the term Premises shall pay to Lessor, interest at mean the rate of 20-1/2% per annum on any overdue payment portion of the purchase price and other sums payable hereunderPremises not purchased.

Procedure upon Purchase. (a) If Lessee shall purchase Lessor's Interest in the Premises pursuant to this Lease, Lessor shall convey to Lessee or its designee title thereto not inferior to that which as it existed on the date of the commencement of the term hereof, and Lessee or its designee shall accept such title, subject, however, to (i) all charges, liens, security interests and encumbrances attaching thereto on the Premises and or after such date which shall not have been created or suffered by Lessor or which shall be consented to by Lessee; (ii) all applicable Legal Requirementslaws, regulations, ordinances and Permitted Encumbrances; and (iii) impositions which are obligations of Lessee under this Lease; but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lessee., and free of the Mortgage, unless the same is assumed by Lessee pursuant to Paragraph 15(e). 30 (b) Upon On the date fixed for any purchase of Lessor's Interest in the Premises hereunder, Lessee shall pay to Lessor the purchase price therefor specified herein together with all Basic Rent, additional rental obligations Additional Rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor shall deliver to Lessee or Lesseea proper deed of conveyance with covenant against grantor's designee a deed to acts, conveying Lessor's Interest in the Premises in recordable form conveying title as specified in paragraph 15(a) hereofto Lessee, together with and any other instruments necessary to convey the title thereto described in Paragraph 16(a), and to assign any other property then required to be assigned by Lessor pursuant hereto. Lessee shall pay all charges incident to such conveyance and assignment, including counsel feesreasonable and necessary fees of Lessor's counsel, escrow fees, recording fees, title insurance premiums and all applicable taxes (other than any income or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed conveyance and other instruments. Upon the completion of any such purchase, purchase but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor)thereto, this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.

Procedure upon Purchase. (a) If Lessee shall purchase the Premises pursuant to Section 6.02 of this Lease, Lessor shall convey or cause to Lessee or its designee be conveyed title thereto not inferior to that which existed on the date of the commencement of the term hereofby special warranty deed, and subject only to this Lease, the lien of any taxes, the Permitted Exceptions, exceptions created or consented to or existing by reason of any action or inaction by Lessee or its designee and all Legal Requirements. Without limiting the foregoing, Lessor shall accept such title, subject, however, to all charges, liens, security interests and encumbrances satisfy any mortgage imposed on the Premises and all applicable Legal Requirements, but free of the lien of the Mortgage and charges, liens, security interests and encumbrances resulting from acts of Lessor taken without the consent of Lesseeby Lessor. (b) Upon the date fixed for any purchase of the Premises hereunderpursuant to Section 6.02 of this Lease, Lessee shall pay to Lessor the purchase price therefor specified herein in immediately available funds, together with all Basic Rent, additional rental obligations rent and other sums then due and payable hereunder to and including such date of purchase, and Lessor there shall deliver be delivered to Lessee a special warranty deed, or Lessee's designee a deed to its equivalent, or other conveyance of the interests in the Premises in recordable form conveying title as specified in paragraph 15(a) hereof, together with then being sold to Lessee and any other instruments reasonably necessary to evidence the conveyance of title thereto described in Section 6.01(a) above and to assign any other property then required to be assigned by Lessor pursuant hereto. (c) There shall be no adjustments at the closing of a purchase pursuant to this Section 6.01. Lessee shall pay all charges incident to such conveyance and assignment, including including, without limitation, reasonable counsel fees, escrow fees, recording fees, title insurance premiums and all applicable transfer taxes (other than not including any income income, capital gain or franchise taxes of Lessor) which may be imposed by reason of such conveyance and assignment and the delivery of said deed or conveyance and other instruments. Upon the completion of such purchase, any purchase of the entire Premises (but not of any lesser interest than the entire Premises) but not prior thereto (whether or not any delay or failure in the completion of such purchase shall be the fault of Lessor), this Lease shall terminate, except with respect to obligations and liabilities of Lessee hereunder, actual or contingent, which have arisen on or prior to such date completion of purchase. Lessee shall pay to Lessor, interest at the rate of 20-1/2% per annum on any overdue payment of the purchase price and other sums payable hereunder.