Common use of Purchase Obligation Clause in Contracts

Purchase Obligation. (a) Unless the Lessee shall have properly exercised the Purchase Option and purchased all of the Leased Property pursuant thereto, then, subject to the terms, conditions and provisions set forth in this Article XV, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease Balance, and the Lessor shall convey to the Lessee, on the Lease Termination Date, the Lessor’s entire interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure set forth in Section 15.5. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative Documents. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.

Purchase Obligation. Unless (ai) Unless the Lessee and the Lessor shall have extended the Lease Term pursuant to a supplement to this Lease containing conditions and terms mutually agreeable to the Lessee and the Lessor and approved by the Lender, (ii) Lessee shall have properly exercised the Purchase Option and purchased all of the Leased Property pursuant thereto, then(iii) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of SECTION 15.6 hereof and Lessor shall have sold its entire interest in the Leased Property pursuant thereto or (iv) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of SECTION 15.6 hereof but the Lessor shall have rejected such sale pursuant to SECTION 15.6(xi) and Lessee shall then have timely fulfilled all of its obligations under SECTION 15.7 and 15.8 hereof, THEN, subject to the terms, conditions and provisions set forth in this Article XVArticle, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease BalanceLessor, and the Lessor shall convey to the Lessee, on the Lease Termination Date, the Date Lessor’s 's entire interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure set forth in Section 15.5Property. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; providedPROVIDED, howeverHOWEVER, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative DocumentsLease. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.

Purchase Obligation. Unless (ai) Unless the Lessee and the Lessor shall have extended the Lease Term pursuant to a supplement to this Lease containing conditions and terms mutually agreeable to the Lessee and the Lessor and approved by the Lender, (ii) Lessee shall have properly exercised the Purchase Option and purchased all of the Leased Property pursuant thereto, (iii) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of Section 15.6 hereof and Lessor shall have sold its entire interest in the Leased Property pursuant thereto or (iv) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of Section 15.6 hereof but the Lessor shall have rejected such sale pursuant to Section 15.6(xi) and Lessee shall then have timely fulfilled all of its obligations under Section 15.7 and 15.8 hereof, then, subject to the terms, conditions and provisions set forth in this Article XVArticle, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease BalanceLessor, and the Lessor shall convey to the Lessee, on the Lease Termination Date, the Date Lessor’s 's entire interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure set forth in Section 15.5Property. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative DocumentsLease. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.

Purchase Obligation. Unless any one of the following numbered events shall have occurred: (ai) Unless the Lessee shall have properly exercised the Purchase Option with respect to all of the Leased Property and purchased all of the Leased Property pursuant thereto, then; (ii) the Lessee shall have properly exercised the Remarketing Option and shall have fulfilled all of the conditions of SECTION 15.6 hereof and the Lessor shall have sold its interest in the Leased Property pursuant thereto; (iii) the Lessee shall have properly exercised the Remarketing Option and shall have fulfilled all of the conditions of SECTION 15.6 hereof but the Lessor shall have rejected such sale pursuant to SECTION 15.6(xi) hereof and the Lessee shall then have timely fulfilled all of its obligations under SECTION 15.7 and 15.8 hereof; or (iv) the Lease Term shall have been extended in accordance with SECTION 15.2(a) hereof; THEN, subject to the terms, conditions and provisions set forth in this Article ARTICLE XV, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease BalanceLessor, and the Lessor shall convey to the Lessee, on the Lease Termination Date, Date all of the Lessor’s entire 's interest in all, but not less than all, of the Leased Property for the purchase price specified in accordance with the Purchase Procedure set forth in Section 15.5SECTION 15.4 hereof. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative DocumentsLease. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.

Purchase Obligation. Unless (ai) Unless the Lessee and the Lessor shall have extended the Lease Term pursuant to a supplement to this Lease containing conditions and terms mutually agreeable to the Lessee and the Lessor and approved by the Lender, (ii) Lessee shall have properly exercised the Purchase Option and purchased all of the Leased Property pursuant thereto, (iii) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of Section 15.6 hereof and Lessor shall have sold its entire interest in the Leased Property pursuant thereto or (iv) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled the conditions of Section 15.6 hereof but the Lessor shall have rejected such sale pursuant to Section 15.6(xi) and Lessee shall then have timely fulfilled all of its obligations under Section 15.7 and 15.8 hereof, then, subject to the terms, conditions and provisions set forth in this Article XVArticle, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease BalanceLessor, and the Lessor shall convey to the Lessee, on the Lease Termination Date, the Date Lessor’s 's entire interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure set forth in Section 15.5Property. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative DocumentsLease. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.

Purchase Obligation. (a) Unless Commencing with the Lessee first renewal period of this Lease on April 1, 1984, if such renewal option shall have properly been exercised by the Purchase Option LESSEE, LESSOR shall purchase any and purchased all LESSEE Improvements on the Premises at any time after the end of the Leased Property pursuant theretoinitial term, then, subject including those present improvements whose ownership is being transferred from the LESSOR to the termsLESSEE pursuant to paragraph 5 hereof, conditions upon the occurrence of any one or more of the following conditions: a. Upon either the unremedied default by LESSEE of any provision of this agreement and provisions the retaking of the Premises by LESSOR, in the event LESSEE fails to renew this Lease for the second or subsequent renewal terms pursuant to LESSEE'S renewal rights contained in paragraph 3 of this agreement or at the expiration of this Lease at the end [Illegible] Upon any of these occurrences, the purchase price for the LESSEE Improvements shall be seventy-five percent (75%) of the market value thereof as determined by the appraisal procedure set forth hereafter. b. Upon termination of this Lease by LESSEE pursuant to paragraph 19 hereof, provided LESSEE is not in this Article XVdefault of any material provision hereunder, if any one or more of the Lessee shall purchase following events exists: 1. The discontinuance by Outagamie County of the operation known as the Outagamie County Airport in such fashion that the LESSEE will be unable to continue its use of the Premises for the intended purpose; 2. The assumption by the United States Government or any other governmental agency or instrumentality of the operation, control, or use of Outagamie Airport in such a manner as to preclude LESSEE from using such Airport in the Lessor conduct of its business; 3. A default by LESSOR to meet and observe any of the material covenants herein contained if such default continues for a period of thirty (30) consecutive days or more after written notice to LESSOR by LESSEE, unless LESSOR has begun, and is continuing, in good faith to remedy in such interval and if such default precludes LESSEE from using such Airport in the conduct of its business. The purchase price equal to for the Lease Balance, and LESSEE Improvements upon any one of these occurrences shall be the Lessor shall convey to full market value thereof as determined by the Lessee, on the Lease Termination Date, the Lessor’s entire interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure appraisal procedures set forth in Section 15.5. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative Documents. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Leasehereafter. In the event that the Lessor elects to sell the Leased Property to a third party as provided hereinPurchase Obligation heretofore described shall be activated, the Lessee market value of LESSEE'S Improvements shall continue be established within thirty (30) days after the date requiring LESSEE to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale so purchase. Closing of the Leased Propertypurchase shall occur within thirty (30) days of the establishment of the market value and shall take place at the site specified by LESSOR in Outagamie County, Wisconsin, unless the parties agree otherwise. LESSEE, at such closing after first deducting therefrom receipt of payment from LESSOR, shall deliver a Bill of Sale or other similar documexx xatisfactory in form to LESSOR'S counsel, transferring the LESSEE Improvements to LESSOR free and clear of all costs liens and expenses incurred encumbrances arising out of LESSEE'S acts or omissions. The market value of the LESSEE Improvements shall be determined by an appraiser mutually agreed upon by the Lessor incident to such saleparties. If the parties cannot agree on a sole appraiser, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment each of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Dateparties shall name one appraiser, such appraisers shall in turn select a third, and the Lessee selected appraisers shall make such payment act promptly to determine the market value. The decision, and agreement, of any two of the appraisers as to the Lessor within five (5) Business Days market value shall be binding on the parties. Cost of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds appraisal shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid shared equally by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closingparties.

Purchase Obligation. Unless (ai) Unless the Lessee shall have properly exercised the Purchase Option and purchased all of the Leased Property pursuant thereto, (ii) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled all of the conditions of Section 15.6 hereof and Lessor shall have sold its interest in the Leased Property pursuant thereto or (iii) Lessee shall have properly exercised the Remarketing Option and shall have fulfilled all of the conditions of Section 15.6 hereof but Lessor shall have rejected such sale pursuant to Section 15.6(xi) and Lessee shall then have timely fulfilled all of its obligations under Section 15.7 and 15.8 hereof, then, subject to the terms, conditions and provisions set forth in this Article XVArticle, the Lessee shall purchase from the Lessor for a purchase price equal to the Lease BalanceLessor, and the Lessor shall convey to the Lessee, on the Lease Termination Date, the Date all of Lessor’s entire 's interest in all, but not less than all, of the Leased Property in accordance with the Purchase Procedure set forth in Section 15.5Property. The Lessee may designate, in a notice given to the Lessor not less than ten (10) Business Days prior to the closing of such purchase (time being of the essence), the transferee to whom the conveyance shall be made (if other than to the Lessee), in which case such conveyance shall (subject to the terms and conditions set forth herein) be made to such designee; provided, however, that such designation of a transferee shall not cause the Lessee to be released, fully or partially, from any of its obligations under this Lease or the other Operative DocumentsLease. (b) If the Lessee fails to purchase the Leased Property as provided in Section 15(a) above, the Lessee’s right to purchase the Leased Property pursuant to Section 15(a) shall terminate, and the Lessor shall have the unrestricted right, in addition to and not in lieu of any other remedies available to the Lessor under Article XIV as a result of such failure, to sell the Leased Property to a third party in full or partial satisfaction of the Lessee’s obligations under this Lease. In the event the Lessor elects to sell the Leased Property to a third party as provided herein, the Lessee shall continue to be liable to the Lessor for an amount (the “Lessee’s Net Payment”) equal to the difference between (i) the net proceeds from the sale of the Leased Property, after first deducting therefrom all costs and expenses incurred by the Lessor incident to such sale, including, without limitation, all costs, expenses, fees, premiums and taxes described in Section 15.5(c) (the “Sales Proceeds”), and (ii) the Lease Balance, plus any and all other sums due and owing from the Lessee pursuant to this Lease and the other Operative Documents (collectively, the “Outstanding Lease Obligations”). The Lessor shall have the right to demand payment of the Lessee’s Net Payment from the Lessee at any time following the Lease Termination Date, and the Lessee shall make such payment to the Lessor within five (5) Business Days of the Lessee’s receipt of such demand. In the event the Lessor demands payment of the Lessee’s Net Payment prior to the sale of the Leased Property to a third party, then for purposes of calculating the Lessee’s Net Payment, the Sales Proceeds shall be deemed to equal the Fair Market Sales Value of the Leased Property. Upon the closing of the sale of the Leased Property, if the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property) exceed the Outstanding Lease Obligations, such excess shall be paid by the Lessor to the Lessee within five (5) Business Days of such closing, and, if the Outstanding Lease Obligations exceed the Sales Proceeds (plus the Lessee’s Net Payment, if previously paid by the Lessee prior to the sale of the Leased Property), such excess shall be paid by the Lessee to the Lessor within five (5) Business Days of such closing.