Common use of Surrender and Return Clause in Contracts

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased Property, Lessee shall peaceably leave and surrender and return the Leased Property to Lessor in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which any Alterations that constitute part of the Improvements were constructed, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Section 22.5, the Leased Property shall be (w) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to Lessor), use or occupancy of the Leased Property, (x) in compliance with all Applicable Laws including any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any Lien. Until the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.5, Lessee shall continue to pay Lessor all Rent due hereunder. (d) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5. (e) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. ​ (a) Upon the expiration or earlier termination of the Lease Term, and provided that the Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperty or to renew this Lease, the Lessee shall peaceably leave and surrender and return the Leased Property to the Lessor in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which the Facility thereon (including any Alterations that constitute part of the Improvements were constructedFacility) was constructed pursuant to the Construction and Development Agreement, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). The Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of the Lessor and the Leased Property shall be broom clean and the Lessee shall repair any damage caused by such removal. Leased Property not so removed shall become the property of the Lessor and the Lessor may cause such property to be removed from the Leased Property and disposed of, and the Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. Notwithstanding the foregoing, if the Lease is terminated early due to an Event of Default, then Lessee shall have a period of thirty (30) days to remove any property that is not part of the Leased Property other than such property the removal of which would result in a violation of Applicable Laws and Regulations. The Lessee shall at its expense repair any damage to the Leased Property caused by the removal of such property. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to the Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by the Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to the Lessor pursuant to this Section 22.5, (i) the Leased Property shall be (wx) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to the Lessor), use or occupancy of the Leased Property, (xy) in accordance and compliance with all Applicable Laws including and Regulations including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by the Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any LienLien and (ii) the Facility shall have been Completed. Until the Leased Property has been surrendered and returned to the Lessor in accordance with the provisions of this Section 22.522.5 and subject to Article XVIII hereof, the Lessee shall continue to pay the Lessor all Basic Rent and Supplemental Rent due hereunder.. ​ ​ ​ (d) The Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to the Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, the Lessor shall be entitled to a decree against the Lessee requiring specific performance of the covenants of the Lessee set forth in this Section 22.5.. ​ (e) Upon the request of the Lessor, the Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that the Lessor pays or reimburses the Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase purchased the Leased PropertyGeneral Partnership Interest, Lessee shall peaceably leave and surrender and return the Leased Property to Lessor (the "Surrender Obligation") in the same condition in which the Leased Property existed on the Closing Date and and/or such subsequent date on which any Alterations that constitute part of the Improvements Building were constructedacquired and constructed pursuant to this Lease, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not of the property of Lessor set forth in Article XV hereof in accordance with Article XV, and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Section 22.514.6, (A) the Leased Property shall be (wi) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to LessorLessor or the Administrative Agent), use or occupancy of the such Leased Property, (xii) in accordance and compliance with all Applicable Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (ziii) free and clear of any LienLien and (B) all Alterations to the Building located at the Leased Property shall have been completed. Until the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.514.6 and subject to Article XIII hereof, Lessee shall continue to pay Lessor all Basic Rent and Additional Rent due hereunder. (d) Not later than ten (10) Business Days prior to the Lease Termination Date, Lessee shall deliver to Lessor and the Administrative Agent an environmental assessment of the Leased Property dated not later than forty-five (45) days prior to the Lease Termination Date. Such environmental assessment shall be prepared by an environmental consultant selected by the General Partner, shall be in form, detail and substance reasonably satisfactory to the General Partner and the Lessee, and shall otherwise indicate the environmental condition of the Leased Property to be the same as described in the Environmental Audit and if such environmental assessment reveals the need for additional review, Lessee shall have provided such additional information or environmental assessments as are reasonably required by the General Partner and any remediation recommended therein to be performed shall have been performed, and evidence of compliance with Section 14.6(c)(ii) above shall have been provided. (e) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 14.6 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, Lessor shall be entitled to the fullest extent of Applicable Law to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.514.6. (ef) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease Term, and provided that the Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperty or to renew this Lease, the Lessee shall peaceably leave and surrender and return the Leased Property to the Lessor in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which the Facility thereon (including any Alterations that constitute part of the Improvements were constructedFacility) was constructed pursuant to the Construction and Development Agreement, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). The Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of the Lessor and the Leased Property shall be broom clean and the Lessee shall repair any damage caused by such removal. Leased Property not so removed shall become the property of the Lessor and the Lessor may cause such property to be removed from the Leased Property and disposed of, and the Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. Notwithstanding the foregoing, if the Lease is terminated early due to an Event of Default, then Lessee shall have a period of thirty (30) days to remove any property that is not part of the Leased Property other than such property the removal of which would result in a violation of Applicable Laws and Regulations. The Lessee shall at its expense repair any damage to the Leased Property caused by the removal of such property. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to the Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by the Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to the Lessor pursuant to this Section 22.5, (i) the Leased Property shall be (wx) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to the Lessor), use or occupancy of the Leased Property, (xy) in accordance and compliance with all Applicable Laws including and Regulations including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by the Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any LienLien and (ii) the Facility shall have been Completed. Until the Leased Property has been surrendered and returned to the Lessor in accordance with the provisions of this Section 22.522.5 and subject to Article XVIII hereof, the Lessee shall continue to pay the Lessor all Basic Rent and Supplemental Rent due hereunder. (d) The Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to the Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, the Lessor shall be entitled to a decree against the Lessee requiring specific performance of the covenants of the Lessee set forth in this Section 22.5. (e) Upon the request of the Lessor, the Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that the Lessor pays or reimburses the Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease TermTerm or the exercise of applicable remedies under Article XVIII hereof, and provided that the Lessee, if so entitled, has not exercised its option to purchase the Leased Property, the Lessee shall peaceably leave and surrender and return the Leased Property to the Lessor in the same condition in which the Leased Property existed on the Closing Base Term Commencement Date and such subsequent date on which (including any Alterations that constitute part of the Improvements were constructedImprovements), except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear and casualty to the extent permitted by Section 13.5 excepted). At the written request of the Lessor, the Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination some or all of the property situated thereon which is not the property of the Lessor and the Leased Property shall be broom clean and the Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of the Lessor and the Lessor may cause such property to be removed from the Leased Property and disposed of, and the Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. The Lessee shall at its expense repair any damage to the Leased Property caused by the removal of such property. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof or the exercise of applicable remedies under Article XVIII hereof, no surrender to the Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by the Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to the Lessor pursuant to this Section 22.5, the Leased Property shall be (wx) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to the Lessor), use or occupancy of the Leased Property, (xy) in accordance and compliance with all Applicable Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by the Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any LienLien (other than any Lessor Liens). Until the Leased Property has been surrendered and returned to the Lessor in accordance with the provisions of this Section 22.522.5 and subject to Article XVIII hereof, the Lessee shall continue to pay the Lessor all Basic Rent and Supplemental Rent due hereunder. (d) The Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to the Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, the Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5. (e) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.against

Surrender and Return. (a) Upon the expiration or earlier termination of the Basic Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperty or renew this Lease pursuant to Section 14.8 hereof or if Lessor shall have elected to require Lessee to return the Leased Property pursuant to Section 14.2(b) or if Lessee shall have elected to return the Leased Property pursuant to Section 14.2(c), then Lessee shall peaceably leave and surrender and return the Leased Property to Lessor (the “Surrender Obligation”) in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which any Alterations that constitute part of the Improvements were constructedgood condition, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted), and in compliance with the provisions of this Lease. Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Lessor, and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Lessor, and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Basic Lease Term hereof, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Section 22.514.7, the Leased Property shall be (wi) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to LessorLessor or Administrative Agent), use or occupancy of the Leased Property, (xii) in accordance and compliance with all Applicable Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (ziii) free and clear of any Lien. Until the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.514.7 and subject to Article XIII hereof, Lessee shall continue to pay Lessor all Basic Rent and Supplemental Rent due hereunder. (d) After receipt of notice of Lessee’s exercise of the Remarketing Option or the Return Option, Lessor or Administrative Agent an environmental assessment of the Leased Property dated not later than forty-five (45) days prior to the scheduled date of such surrender and return. Such environmental assessment shall be prepared by an independent environmental consultant selected by Lessor, shall be in form, detail and substance reasonably satisfactory to Lessor, and shall otherwise indicate the environmental condition of the Leased Property to be the same as described in the related Environmental Audit, and if such environmental assessment reveals the need for additional review or testing, then Lessee shall pay for the cost of such report and any additional review and provide all such additional information or environmental assessments as are recommended and, subject to Section 5.1(h) of the Participation Agreement, perform any remediation recommended therein, and provide evidence of compliance with Section 14.7(c)(ii) above to Lessor and Lenders. If such report does not recommend any additional review as testing, then Lessee shall not be obligated to pay for the report as a cost in addition to the payment required of Lessee by Section 14.4(b). (e) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 14.7 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.514.7. (ef) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase purchased the Leased PropertyProperty pursuant to Article 9, Article 12(c), Article 17, Article 22(c) or (h) or Article 28, Lessee shall peaceably leave and surrender and return the Leased Property to Lessor in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which any Alterations that constitute part required upon completion of the Improvements were constructedWork, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear and casualty and condemnation in the case of Article 12(c) excepted). Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Lessor, and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Lessor, and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereofTerm, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Article 26, (i) the Work, including any punchlist items, shall be complete in all respects and a final Certificate of Occupancy issued, (ii) the appraisal delivered pursuant to Section 22.55.1.16 of the Agency Agreement and any "bringdown" thereof shall have been satisfactory to Lessor, and (iii) the Leased Property shall (A) be (w) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to Lessor), use or occupancy of the Leased Property, and shall be free of any conditions that would interfere with such a purchaser's or lessee's use and enjoyment of the Leased Property in accordance with Legal Requirements and Environmental Laws, (xB) be in accordance and compliance with all Applicable Legal Requirements and Environmental Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property Property, (C) be free and clear of any charge, lien, security interest or encumbrance except for Permitted Encumbrances, any liens for taxes, assessments and other than governmental charges, which are not then due and payable and which are not allocable to the period before the date of termination or by expiration of this Lease, and Lessor Liens and any other liens or encumbrances arising solely from any acts or omissions of Lessor or anyone claiming by, through or under Lessor, without the consent of Lessee. (d) On or prior to the date of such surrender and return of the Leased Property, Lessor shall have received from Lessee, at Lessee's expense, evidence satisfactory to Lessor of compliance with the provisions of this Article 26, including without limitation, a "Phase I" or then comparable environmental assessment for the Leased Property addressed and in form and substance satisfactory to Lessor, accompanied by a letter permitting Lessor to rely thereon, performed by an independent, licensed professional engineer reasonably satisfactory to Lessor, and which assessment (y) subject shall be sufficient in scope to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply determine compliance with Applicable the then applicable Environmental Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free shall reveal no actual or potential environmental liabilities which have not been remediated by Lessee in compliance with all Environmental Laws and clear to the reasonable satisfaction of any Lien. Until Lessor, and, if such environmental assessment reveals the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.5need for additional review, Lessee shall continue have provided such additional information or environmental assessments as are required by Lessor, and any remediation recommended therein to pay Lessor be performed shall have been performed in compliance with all Rent due hereunderEnvironmental Laws and to the reasonable satisfaction of Lessor, and evidence of compliance with Article 26(c)(ii) shall have been provided. (de) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 Article 26 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the LesseeProperty, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5Article 26. (ef) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereofbut subject to Section 13 (g) hereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Term of this Lease Termwith respect to each Leased Property, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperties pursuant to Article 28 or otherwise hereunder, Lessee shall peaceably leave and surrender and return the each Leased Property to Lessor in the same condition in which the such Leased Property existed on the Closing Basic Term Commencement Date and such subsequent date on which with respect thereto or any Alterations other Improvements (including any Additions that constitute part of the Improvements were constructedImprovements) acquired and constructed pursuant to this Lease, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear and the consequences of casualty described in paragraph (c) of Article 12 hereof, condemnation or taking excepted). Lessee shall remove from the each Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Lessor, and the each Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Lessor, and Lessor may cause such property to be removed from the Leased Property Properties and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination (due to the exercise of remedies under Article 22 hereof) of the Lease Term hereof, no surrender to Lessor of this Lease or of the any Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. At the request of Lessor, Lessee shall execute, deliver and furnish such instruments, agreements, releases, deeds, assignments, instruments, certificates and opinions as may be necessary or desirable to effect the release and/or transfer by Lessee of its right, title and interest in and to the Leased Properties to Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the any Leased Property to Lessor pursuant to this Section 22.5Article 26, the such Leased Property shall (i) be (w) capable of being immediately utilized by a third-third- party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to Lessor), use or occupancy of the such Leased Property, (xii) be in accordance and compliance with all Applicable Legal Requirements and Environmental Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the such Leased Property other than to or by Lessee, (yiii) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any Liencharge, lien, security interest or encumbrance except for Permitted Encumbrances described in clauses (a), (c) and (g) through (i) of the definition thereof, any liens for taxes, assessments and other governmental charges, which are not then due and payable and which are not allocable to the period before the date of termination or expiration of this Lease, and Lessor Liens and any other liens or encumbrances arising solely from any acts or omissions of Lessor or anyone claiming by, through or under Lessor, without the consent of Lessee. Until the each Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.5Article 26, Lessee shall continue to pay Lessor all Basic Rent and Additional Rent due hereunder. (d) On or prior to the date of such surrender and return of any Leased Property, Lessor shall have received from Lessee, at Lessee's expense, (i) evidence satisfactory to Lessor of compliance with the provisions of this Article 26, including without limitation, a "Phase I" and update thereto, if applicable, or then comparable environmental assessment for such Leased Property addressed and in form and substance satisfactory to Lessor and LC Issuer or, in lieu of addressing such assessment to Lessor, accompanied by a letter permitting Lessor and LC Issuer to rely thereon, performed by an independent, licensed professional engineer satisfactory to Lessor and LC Issuer and which assessment (w) shall be sufficient in scope to determine compliance with the then applicable Environmental Laws, (x) shall reveal no actual or potential environmental liabilities which cannot be remediated by the Lessee in compliance with all applicable Legal Requirements and Environmental Laws and to the satisfaction of Lessor and LC Issuer, and (y) if such environmental assessment reveals the need for additional review, Lessee shall have provided such additional information or environmental assessments as are required by Lessor and LC Issuer and any remediation recommended therein to be performed shall have been performed in compliance with all applicable Legal Requirements and Environmental Laws and to the reasonable satisfaction of Lessor and LC Issuer, and evidence of compliance with Article 26(c)(ii) shall have been provided and (ii) an Appraisal indicating that the Allocable Percentage of the Purchase Price applicable to such Leased Property at such time is equal to or greater than the fair market value of such Leased Property. (e) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 Article 26 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the any Leased Property or the LesseeProperty, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5Article 26 with respect to such Leased Property. (ef) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased PropertyProperties, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereofthereof and, provided further that, no third party has purchased such Leased Property from Lessor.

Surrender and Return. (a) Upon the expiration or earlier termination of the Basic Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperty or renew this Lease pursuant to Section 14.8 hereof or if Lessor shall have elected to require Lessee to return the Leased Property pursuant to Section 14.2(b) or if Lessee shall have elected to return the Leased Property pursuant to Section 14.2(c), then Lessee shall peaceably leave and surrender and return the Leased Property to Lessor (the “Surrender Obligation”) in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which any Alterations that constitute part of the Improvements were constructedgood condition, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted), and in compliance with the provisions of this Lease. Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Lessor, and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Lessor, and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Basic Lease Term hereof, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Section 22.514.7, the Leased Property shall be (wi) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to Lessor), use or occupancy of the Leased Property, (xii) in accordance and compliance with all Applicable Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (ziii) free and clear of any Lien. Until the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.514.7 and subject to Article XIII hereof, Lessee shall continue to pay Lessor all Basic Rent and Supplemental Rent due hereunder. (d) After receipt of notice of Lessee’s exercise of the Remarketing Option or the Return Option, Lessor shall cause an environmental assessment of the Leased Property to be performed and dated not later than forty-five (45) days prior to the scheduled date of such surrender and return. Such environmental assessment shall be prepared by an independent environmental consultant selected by Lessor, shall be in form, detail and substance reasonably satisfactory to Lessor, and shall otherwise indicate the environmental condition of the Leased Property to be the same as described in the related Environmental Audit, and if such environmental assessment reveals the need for additional review or testing, then Lessee shall pay for the cost of such report and any additional review and provide all such additional information or environmental assessments as are recommended and, subject to Section 5.1(h) of the Participation Agreement, perform any remediation recommended therein, and provide evidence of compliance with Section 14.7(c)(ii) above to Lessor. If such report does not recommend any additional review as testing, then Lessee shall not be obligated to pay for the report as a cost in addition to the payment required of Lessee by Section 14.4(b). (e) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 14.7 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.514.7. (ef) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Term of this Lease Termwith respect to each Property, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased PropertyProperties pursuant to Article 27, 33, 34 or otherwise hereunder, Lessee shall peaceably leave and surrender and return the Leased each Property to Lessor in the same condition in which the Leased such Property existed on the applicable Property Closing Date and such subsequent date on which any Alterations that constitute part of the Improvements were constructedwith respect thereto, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). Lessee shall remove from the Leased each Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Lessor, and the Leased each Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Lessor, and Lessor may cause such property to be removed from the Leased Property Properties and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term in accordance with the express terms hereof, no surrender to Lessor of this Lease or of the Leased any Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased any Property to Lessor pursuant to this Article 25, (i) an Appraisal shall be delivered to LC Issuer and be prepared in accordance with requirements of the first two sentences of Section 22.55.1.16 of the Agency Agreement, the Leased (ii) each Property shall (A) be (w) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to LessorLessor or Agent Bank), use or occupancy of the Leased such Property, and shall be free of any conditions that would interfere with such a purchaser's or lessee's use and enjoyment of such Property in accordance with Legal Requirements and Environmental Laws, (xB) be in accordance and compliance with all Applicable Legal Requirements and Environmental Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of such Property, (C) be free and clear of any charge, lien, security interest or encumbrance except for Permitted Encumbrances described in clauses (a), (c) through (i) of the Leased Property definition thereof, any liens for taxes, assessments and other than governmental charges, which are not then due and payable and which are not allocable to the period before the date of termination or by expiration of this Lease, and Lessor Liens and any other liens or encumbrances arising solely from any acts or omissions of Lessor or anyone claiming by, through or under Lessor, without the consent of Lessee and (iii) the Lessee shall represent and warrant as to the accuracy in all respects of each of the preceding matters to each of, and for the benefit of, Lessor, Agent Bank, and Beneficiary and any prospective purchaser, lessee or other user, which representation and warranty shall be in form and substance acceptable to Lessor, Agent Bank, and any prospective purchaser, lessee or other user, including, without limitation, a provision that the warranty shall extend for a period from the closing of the sale or other transfer that is commercially reasonable or "market" for the specific representation or warranty involved. (d) In addition to and not in limitation of any other provision of this Lease, on or prior to the date of such surrender and return of any Property, Lessor shall have received from Lessee, at Lessee's expense, evidence satisfactory to Lessor and LC Issuer of compliance with the provisions of this Article 25, including without limitation, a "Phase I" or then comparable environmental assessment for such Property addressed and in form and substance satisfactory to Lessor and LC Issuer or, in lieu of addressing such assessment to such parties, accompanied by a letter permitting Lessor and LC Issuer to rely thereon, performed by an independent, licensed professional engineer reasonably satisfactory to Lessor and LC Issuer, and which assessment (y) subject shall be sufficient in scope to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply determine compliance with Applicable the then applicable Environmental Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free shall reveal no actual or potential environmental liabilities which have not been remediated by the Lessee in compliance with all Environmental Laws and clear to the satisfaction of any Lien. Until Lessor, Agent Bank and LC Issuer, and, if such environmental assessment reveals the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.5need for additional review, Lessee shall continue have provided such additional information or environmental assessments as are required by Lessor, Agent Bank and LC Issuer and any remediation recommended therein to pay Lessor be performed shall have been performed in compliance with all Rent due hereunderEnvironmental Laws and to the satisfaction of Lessor, Agent Bank and LC Issuer, and evidence of compliance with Article 25(c)(ii) shall have been provided. (de) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 Article 25 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lesseea Property, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5Article 25 with respect to such Property. (ef) Upon the request of the Lessor, Lessee shall shall, at Lessor's expense, continue to maintain its insurance policies for the Leased PropertyProperties for a reasonable period of time, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease Term, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased Property, Lessee shall peaceably leave and surrender and return the Leased Property to Lessor in the same condition in which the Leased Property existed on the Closing Date and such subsequent date on which any New Improvements or Alterations that constitute part of the Improvements were constructed, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor and the Leased Property shall be broom clean and Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor and Lessor may cause such property to be removed from the Leased Property and disposed of, and Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor pursuant to this Section 22.5, (i) the Leased Property shall be (w) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to Lessor), use or occupancy of the Leased Property, (x) in compliance with all Applicable Laws including any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any LienLien and (ii) the New Improvements have been Completed. Until the Leased Property has been surrendered and returned to Lessor in accordance with the provisions of this Section 22.5, Lessee shall continue to pay Lessor all Rent due hereunder. (d) Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, Lessor shall be entitled to a decree against Lessee requiring specific performance of the covenants of Lessee set forth in this Section 22.5. (e) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier termination of the Lease TermTerm or the exercise of applicable remedies under Article XVIII hereof, and provided that the Lessee, if so entitled, has not exercised its option to purchase the Leased Property, the Lessee shall peaceably leave and surrender and return the Leased Property to the Lessor in the same condition in which the Leased Property existed on the Closing Base Term Commencement Date and such subsequent date on which (including any Alterations that constitute part of the Improvements were constructedImprovements), except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear and casualty to the extent permitted by Section 13.5 excepted). At the written request of the Lessor, the Lessee shall remove from the Leased Property on or prior to such expiration or earlier termination some or all of the property situated thereon which is not the property of the Lessor and the Leased Property shall be broom clean and the Lessee shall repair any damage caused by such removal. Property not so removed shall become the property of the Lessor and the Lessor may cause such property to be removed from the Leased Property and disposed of, and the Lessee shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. The Lessee shall at its expense repair any damage to the Leased Property caused by the removal of such property. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof or the exercise of applicable remedies under Article XVIII hereof, no surrender to the Lessor of this Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by the Lessor. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to the Lessor pursuant to this Section 22.5, the Leased Property shall be (wx) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvements, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to the Lessor), use or occupancy of the Leased Property, (xy) in accordance and compliance with all Applicable Laws including including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by the Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other Sites, and (z) free and clear of any LienLien (other than any Lessor Liens). Until the Leased Property has been surrendered and returned to the Lessor in accordance with the provisions of this Section 22.522.5 and subject to Article XVIII hereof, the Lessee shall continue to pay the Lessor all Basic Rent and Supplemental Rent due hereunder. (d) The Lessee acknowledges and agrees that a breach of any of the provisions of this Section 22.5 may result in damages to the Lessor that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the Lessee, the Lessor shall be entitled to a decree against BUSINESS.29631318.9 the Lessee requiring specific performance of the covenants of the Lessee set forth in this Section 22.5. (e) Upon the request of the Lessor, the Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that the Lessor pays or reimburses the Lessee for the pro rata cost thereof.

Surrender and Return. (a) Upon the expiration or earlier early termination of the Lease Termthis Agreement, and provided that Lessee, if so entitled, has not exercised its option to purchase the Leased Property, Lessee Construction Agent shall peaceably leave and surrender and return the Leased Property to Lessor in the same condition in which the Leased Property existed on the Closing Date Owner and such subsequent date on which any Alterations that constitute part of the Improvements were constructed, except as completed, repaired, rebuilt, restored, altered or added to as required by or permitted by any provision of this Lease (ordinary wear and tear excepted). Lessee Construction Agent shall remove from the Leased Property on or prior to such expiration or earlier termination all property situated thereon which is not the property of Lessor Owner and the Leased Property shall be broom clean and Lessee Construction Agent shall repair any damage caused by such removal. Property not so removed shall become the property of Lessor Owner and Lessor Owner may cause such property to be removed from the Leased Property and disposed of, and Lessee Construction Agent shall pay (without right of reimbursement out of gross sale proceeds) the reasonable cost of any such removal and disposition and of repairing any damage caused by such removal. (b) Except for surrender upon the expiration or earlier termination of the Lease Term hereof, no surrender to Lessor Owner of this the Lease or of the Leased Property shall be valid or effective unless agreed to and accepted in writing by LessorOwner. (c) Without limiting the generality of the foregoing, upon the surrender and return of the Leased Property to Lessor Owner pursuant to this Section 22.55.4, the Leased Property shall be (wx) capable of being immediately utilized by a third-party purchaser or third-party lessee without further inspection, repair, replacement, alterations or improvementsalterations, licenses, permits, or approvals, except for any of the foregoing required solely by virtue of the change in ownership (other than to LessorOwner), use or occupancy of the Leased Property, (xy) in accordance and compliance with all Applicable Laws including and Regulations including, without limitation, any of the foregoing required by virtue of a change in ownership, use or occupancy of the Leased Property other than to or by Lessee, (y) subject to any Shared Use Agreement, Appurtenant Rights and Restrictions or other cross easement agreement as may be necessary to comply with Applicable Laws, to make any such property marketable and to increase the aggregate value of the Leased Property and the other SitesConstruction Agent, and (z) legally subdivided and free and clear of any LienLien other than Permitted Liens. Until the Leased Property has been surrendered and returned to Lessor Owner in accordance with the provisions of this Section 22.55.4 and subject to the other provisions of Article V hereof, Lessee Construction Agent shall continue to pay Lessor be responsible for all Carrying Costs, Transaction Costs and Supplemental Rent due hereunder. (d) Lessee Construction Agent acknowledges and agrees that a breach of any of the provisions of this Section 22.5 5.4 may result in damages to Lessor Owner that are difficult or impossible to ascertain and that may not be compensable at law. Accordingly, upon application to any court of equity having jurisdiction over the Leased Property or the LesseeConstruction Agent, Lessor Owner shall be entitled to a decree against Lessee Construction Agent requiring specific performance of the covenants of Lessee Construction Agent set forth in this Section 22.55.4. (e) Upon the request of the Lessor, Lessee shall continue to maintain its insurance policies for the Leased Property, to the extent permitted by such policies, provided that Lessor pays or reimburses Lessee for the pro rata cost thereof.