Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition. (b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty. (c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,
Appears in 3 contracts
Samples: Agency Lease Agreement, Agency Lease Agreement, Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement or any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,, (ii) neither the Facility nor any part thereof or interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Lessee nor the Sublessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee or the Sublessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 3 contracts
Samples: Agency Lease Agreement, Agency Lease Agreement, Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 2 contracts
Samples: Agency Lease Agreement, Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,, (ii) neither the Facility nor any part thereof or interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Lessee nor the Sublessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee or the Sublessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 2 contracts
Samples: Agency Lease Agreement, Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Section 4.1 Throughout the term of this Lease, Lessee shall pay and discharge, prior to delinquency, all taxes, assessments, impositions and charges whatsoever assessed or imposed upon the leased Premises, any improvements thereon and all personal property located on or in the leased Premises as they become due and payable, and Lessee shall, upon written request from Lessor, submit to Lessor proper and sufficient receipts or other evidence of the payment and discharge of the same; provided, however, if the Premises real property taxes, assessments or other charges are not imposed separately from the building of which they form a part, then the Lessee shall pay sixty percent (60%) thereof as its pro rata portion. Lessee shall also pay sixty percent (60%) of all taxes, assessments, or other charges levied against all Common Building Improvements as defined in Section 14.3 hereof. Lessor will promptly forward any tax statements it shall receive pertaining to all or part of Lessee's premises. If taxes, assessments, or other charges are imposed on areas of the property which do not comprise or affect the Premises and are not Common Building Improvements, Lessor shall pay one hundred percent (100%) of said taxes. In the event any such taxes, assessments, impositions or charges should not be paid when due, Lessor shall have the same right, but shall not be obligated, to pay the same. If Lessor shall make such payments, it shall thereupon become entitled to repayment by Lessee on demand, together with interest thereon as provided in Article 19. Lessee may elect to let any improvement assessment go to bond in accordance with applicable law. Taxes and assessments levied or imposed preceding the expiration or termination of this Lease, including payments on improvement bonds, shall be prorated as of the date of termination of this Lease. Public improvement assessments previously wholly or partially paid by Lessee shall be prorated on the basis of a 30-year amortization term as of the termination date of this Lease or any extension hereof, and Lessee shall be reimbursed for the unexpired portion of such 30-year period; provided, however, that Lessee shall pay, as its pro rata share, sixty percent (60%) of all improvement assessments and the like which are not assessed separately from the building of which they form a part. The first year and last year of the term of this Lease will be prorated between Lessor and Lessee.
Section 4.2 Lessee shall have the right in good faith, at its expense, in Lessor and/or Lessee's name, to contest or review in legal proceedings, or in such manner as it deems suitable, any such taxes, assessments, impositions or charges, provided that such contest or review operates to suspend the collection of such taxes, assessments, impositions or charges or prevents the sale of the leased Premises (or the said personal property, respectively) to satisfy the same; and provided further that Lessee, not less than five (5) days before any such taxes, assessments, impositions or charges shall become due all taxes (other than those taxes delinquent, shall give notice to Lessor of its intention to contest or review same; and, pending any such proceedings to contest or review same, that is to say, until such tax, assessment, imposition or charge shall have become final, Lessor shall not have the right to pay, remove or discharge the tax, assessment, imposition or charge so contested or reviewed. Lessee may pay such item of contested tax, assessment, imposition or charge to the appropriate public authority, under protest. Lessor will join in any contest or protest provided for which PILOT is payable) in this Section 4.2 at the request of Lessee, but at Lessee's sole cost and assessments, general and specificexpense.
Section 4.3 Lessee shall also have the right, if anyLessee so desires, to endeavor to obtain a lowering of the assessed valuation of the leased Premises or the improvements placed thereon and Lessor agrees to cooperate and join in any such endeavor at no expense to Lessor. Nothing in this lease shall be construed as requiring Lessee to pay any franchise tax, corporate license fees, income tax or personal property tax of Lessor, nor to pay any tax that may be levied and assessed upon or against the Facility Realtyincome or profits of Lessor, the Company Lease, this Agreement, the Sublease Agreementincluding but not by way of limitation, any ownership income from the rentals provided for herein, nor any real property tax assessed against real property of Lessor, other than the property herein leased, nor any inheritance, gift, succession or estate tax based upon any inheritance, gift or transfer of Lessor's interest in the leased Premises, nor any tax of the Agency or the same nature as any tax mentioned in this sentence, nor any tax substituted for any tax mentioned in this sentence.
Section 4.4 Lessee or the Sublessee in the Facilityagrees that within thirty (30) days after written notice from Lessor, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and it will exhibit to Lessor for examination receipts for all water and sewer charges, special district chargestaxes, assessments and other governmental charges paid. Real estate taxes shall be prorated between Lessee and impositions whatsoeverLessor as of the date of the signing of this Lease and also as of the date of termination of this Lease; that is, foreseen or unforeseen, ordinary or extraordinary, under any present or future lawLessor is to bear and pay all real property taxes for the period prior to the signing of this Lease, and charges further, after termination of this Lease, Lessor to be charged and to pay all real property taxes for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep portion of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Impositiontax year following said Lease termination.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,
Appears in 1 contract
Samples: Lease Agreement (McCormick & Schmicks Seafood Restaurants Inc.)
Taxes, Assessments and Charges. (a) The Lessee Company shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility RealtyTrust Estate, the Company Lease, this Agreement, the Sublease Agreement, Facility or any ownership estate part thereof or interest of the Agency or the Lessee or the Sublessee Company in the Facility, in the Ground Lease or in a Facility Lease, or against any of the Rental Payments loan payments or other amounts payable under this Agreement, the Promissory Note or any of the other Project Documents, or the interest of the Company Leasein any Project Document, hereunder or under the Sublease Agreement during the Termterm of this Agreement, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility RealtyFacility, all of which are herein called “Impositions”. The Lessee Company may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency Issuer shall forward, as soon as practicable, to the Lessee Company any notice, xxxx or other statement received by the Agency Issuer concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee Company may at its sole cost and expense contest (after prior written notice to the AgencyIssuer and the Trustee), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Trust Estate, the Facility or any part thereof or interest thereinof the Company in the Facility, in the Ground Lease or in the Company a Facility Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments loan payments or other amounts payable under this Agreement, the Promissory Note or any of the other Project Documents, or the interest of the Company in any Project Document, (ii) none of the Trust Estate, the Facility or any part thereof or interest of the Company in the Facility, in the Ground Lease or in a Facility Lease, or any of the loan payments or other amounts payable under this Agreement Agreement, the Promissory Note or under any of the Sublease Agreement,other Project Documents, or the interest of the Company in any Project Document, would be in any danger of being sold, forfeited or lost, (iii) neither the Company, the Parent, the Issuer nor the Trustee would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Company or the Parent shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Issuer or the Trustee to protect the security intended to be offered by the Security Documents.
Appears in 1 contract
Samples: Loan Agreement (Acadia Realty Trust)
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement or any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) Impositions, solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,, (ii) neither the Facility nor any part thereof or interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Lessee nor the Sublessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee or the Sublessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any Permitted Use Arrangement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, Lease or hereunder or under the Sublease Agreement any Tenant Leases or any Permitted Use Arrangement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, Agency or the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement Lease or in the Sublease Agreementthis, of the Agency, Agency or the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement or under the Sublease Agreement,
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility RealtyFacility, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or Agency, the Lessee or the Sublessee NYCEDC in the Facility, Facility or the Rental Payments or other amounts payable under the Company Lease, Lease or hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility RealtyFacility, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility RealtyFacility, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility RealtyFacility.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee NYCEDC or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor NYCEDC nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall Mortgagor shall, in addition to and concurrently with the monthly installments of interest, pay when to the same shall become due Mortgagee installments of casualty insurance premiums and taxes and assessments assessed or levied upon the Mortgaged Property, as well as all taxes (other than those taxes for which PILOT is payable) and assessmentsany party in whom title to the Mortgaged Property shall or may hereafter vest, general and specific, if any, levied and assessed upon may be or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, become liable under any present or future lawlaw of the United States of America or of the State of New Jersey and which, under the provisions of such laws, may be or become a lien upon the Mortgaged Property or have priority in payment of the mortgage debt out of the proceeds of any judicial sale of the Mortgaged Property. Such installments shall be equal respectively to 1/12 of the annual amount of such premiums, taxes and assessments as are estimated by Mortgagee and shall be held by Mortgagee to pay premiums, assessments and taxes when due. No amount so paid shall be deemed to be trust funds but may be commingled with general funds of Mortgagee, and charges for public or private utilities or other charges incurred in no interest shall be payable thereon. If, pursuant to any provision of this Mortgage, the occupancy, use, operation, maintenance or upkeep whole amount of the Facility Realtyunpaid principal debt becomes due and payable, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by lawMortgagee shall have the right, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicableat its election, to apply any amount so held against the Lessee any noticeentire indebtedness secured hereby. Notwithstanding the foregoing, xxxx or other statement received by Mortgagee waives the Agency concerning any Impositionright to collect installments of insurance premiums prior to an Event of Default hereunder.
(b) In Mortgagor hereby assigns to Mortgagee, as further collateral for the event the Facility Realty is exempt from Impositions (other than full prompt payment and performance of all of Mortgagor's obligations hereunder, all of Mortgagor's right, title and interest in any and all proceeds of or claims to rebates, refunds, and abatements of real estate and personal property taxes in respect of PILOT is payable) solely due pertaining to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,the
Appears in 1 contract
Samples: Mortgage and Security Agreement (Brandywine Realty Trust)
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any Permitted Use Arrangement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement any Tenant Leases or any Permitted Use Arrangement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx bill or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee Tenant shall pay when the same shall become due as Additional Rent, all taxes (other than those taxes for which PILOT is payable) and assessmentsreal estate taxes, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and any other governmental charges and impositions whatsoever, foreseen assessments or unforeseen, ordinary or extraordinary, under substitutes therefor attributable to any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep portion of the Facility Realty, all of which are herein called “Impositions”term hereof. The Lessee may Tenant shall also pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent authority the amount of all assessments, impositions and taxes made, levied or assessed against or imposed upon any and all property of Tenant. If at any time during the term of this Lease the methods of taxation prevailing at the execution hereof shall be changed or altered so that in lieu of or as a supplement to or a substitute for the Impositions that would have been whole or any part of the real estate taxes or assessments now or from time to time hereafter levied, assessed or imposed by applicable taxing authorities, there shall be imposed (i) a tax, assessment, levy, imposition or charge, wholly or partially as a capital levy or otherwise, on the Facility Realty if rents received from the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
PREMISES, or (cii) The Lessee may at its sole cost and expense contest a tax, assessment, levy (after prior written notice including but not limited to the Agencyany municipal, state or federal levy), imposition or charge measured by appropriate action conducted in good faith and with due diligence, the amount or validity or application, based in whole or in partpart upon the PREMISES and imposed upon Landlord, of any Impositionor (iii) a license fee measured by the rent payable under this Lease, if (i) then all such proceeding shall suspend taxes, assessments, levies, impositions and/or charges, or the execution or enforcement of such Imposition against the Facility or any part thereof so measured or interest therein, or based shall be deemed to be included in the Company Leasegeneral real estate taxes and assessments payable by Tenant pursuant hereto, to the extent that such taxes, assessments, levies, impositions and charges are solely related to the Premises and Tenant shall pay and discharge the same as herein provided in respect of the payment of general real estate taxes and assessments. Items payable by Tenant pursuant to the provisions of this Article are sometimes referred to in this Agreement or in Lease as "impositions". The aforementioned adjustment would not apply to any taxes on income. Tenant shall have the Sublease Agreement, right to seek an abatement of the Agencyreal estate taxes and Landlord shall have the obligation to cooperate with Tenant in its efforts to achieve any reduction in said taxes. Tenant shall also have the right, with reasonable notice to the Lessee or Landlord, to negotiate assessments with the Sublessee or against any Tax Assessor's Office prior to the imposition of said assessment which includes the Rental Payments payable under right to negotiate for an agreed assessment without the Company Lease, under this Agreement or under the Sublease Agreement,requirement of seeking a formal abatement.
Appears in 1 contract
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT or PILOMRT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the FacilityFacility Realty, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Termterm of this Agreement, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx bill or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Property Taxes in respect of which PILOT or PILOMRT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any ImpositionImposition (including PILOT, Real Property Taxes and PILOMRT), if (i) such proceeding shall suspend the execution or enforcement of such Imposition against neither the Facility or Realty nor any part thereof or interest thereintherein would be in any danger of being sold, forfeited or lost, (ii) neither the Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iii) the Company LeaseLessee shall have furnished such security, if any, as may be required in this Agreement such proceedings or in the Sublease Agreement, of as may be reasonably requested by the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT or PILOMRT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Ground Lease, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the FacilityFacility Realty, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Termterm of this Agreement, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Property Taxes in respect of which PILOT or PILOMRT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any ImpositionImposition (including PILOT, Real Property Taxes and PILOMRT), if (i) such proceeding shall suspend the execution or enforcement of such Imposition against neither the Facility or Realty nor any part thereof or interest thereintherein would be in any danger of being sold, forfeited or lost, (ii) neither the Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iii) the Company LeaseLessee shall have furnished such security, if any, as may be required in this Agreement such proceedings or in the Sublease Agreement, of as may be reasonably requested by the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. .” The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx bill or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, Agency or the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility RealtyFacility, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility RealtyFacility, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility RealtyFacility, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility RealtyFacility.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement, (ii) neither the Facility nor any part thereof or interest therein would be in any danger of being sold, forfeited or lost,
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreementany Tenant Leases, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement or any Tenant Leases during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx bill or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, Lease or in this Agreement or in the Sublease Agreement, of the Agency, Agency or the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, Lease or under this Agreement Agreement, (ii) neither the Facility nor any part thereof or under interest therein would be in any danger of being sold, forfeited or lost, (iii) neither the Sublease Agreement,Lessee nor the Agency would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Lessee shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Agency.
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee shall Mortgagor shall, in addition to and concurrently with the monthly installments of interest, pay when to the same shall become due Mortgagee installments of casualty insurance premiums and taxes and assessments assessed or levied upon the Mortgaged Property, as well as all taxes (other than those taxes for which PILOT is payable) and assessmentsany party in whom title to the Mortgaged Property shall or may hereafter vest, general and specific, if any, levied and assessed upon may be or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, become liable under any present or future lawlaw of the United States of America or of the State of New Jersey and which, under the provisions of such laws, may be or become a lien upon the Mortgaged Property or have priority in payment of the mortgage debt out of the proceeds of any judicial sale of the Mortgaged Property. Such installments shall be equal respectively to 1/12 of the annual amount of such premiums, taxes and assessments as are estimated by Mortgagee and shall be held by Mortgagee to pay premiums, assessments and taxes when due. No amount so paid shall be deemed to be trust funds but may be commingled with general funds of Mortgagee, and charges for public or private utilities or other charges incurred in no interest shall be payable thereon. If, pursuant to any provision of this Mortgage, the occupancy, use, operation, maintenance or upkeep whole amount of the Facility Realtyunpaid principal debt becomes due and payable, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by lawMortgagee shall have the right, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicableat its election, to apply any amount so held against the Lessee any noticeentire indebtedness secured hereby. Notwithstanding the foregoing, xxxx or other statement received by Mortgagee waives the Agency concerning any Impositionright to collect installments of insurance premiums prior to an Event of Default hereunder.
(b) In Mortgagor hereby assigns to Mortgagee, as further collateral for the event the Facility Realty is exempt from Impositions (other than full prompt payment and performance of all of Mortgagor's obligations hereunder, all of Mortgagor's right, title and interest in any and all proceeds of or claims to rebates, refunds, and abatements of real estate and personal property taxes in respect of PILOT is payable) solely due pertaining to the Agency’s leasehold estate in the Facility RealtyMortgaged Property, the Lessee shall pay all Impositions or any portion thereof, with respect to tax periods arising at any time prior to the appropriate taxing authorities equivalent discharge hereof, even though such taxes may relate to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend periods before the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,hereof.
Appears in 1 contract
Samples: Mortgage and Security Agreement (Brandywine Realty Trust)
Taxes, Assessments and Charges. (a) The Section 4.1. Throughout the term of this Lease, Lessee shall pay and discharge, prior to delinquency, all taxes, assessments, impositions and charges whatsoever assessed or imposed upon the leased Premises, any improvements thereon and all personal property located on or in the leased Premises as they become due and payable, and Lessee shall, upon written request from Lessor, submit to Lessor proper and sufficient receipts or other evidence of the payment and discharge of the same; provided, however, if the Premises real property taxes, assessments or other charges are not imposed separately from the building of which they form a part, then the Lessee shall pay only forty percent (40%) thereof as its pro rata portion. Lessee shall also pay forty percent (40%) of all taxes, assessments, or other charges levied against all Common Building Improvements as defined in Section 13.3 hereof. Lessor will promptly forward any tax statements it shall receive pertaining to all or part of Lessee's premises. If taxes, assessments or other charges are imposed on areas of the property which do not comprise or affect the Premises and are not Common Building Improvements, Lessor shall pay one hundred percent (100%) of said taxes. In the event any such taxes, assessments, impositions or charges should not be paid when due, Lessor shall have the same right, but shall not be obligated, to pay the same. If Lessor shall make such payments, it shall thereupon become entitled to repayment by Lessee on demand, together with interest thereon as provided in Article 18. Lessee may elect to let any improvement assessment go to bond in accordance with applicable law. Taxes and assessments levied or imposed preceding the expiration or termination of this Lease, including payments on improvement bonds, shall be prorated as of the date of termination of this Lease. Public improvement assessments previously wholly or partially paid by Lessee shall be prorated on the basis of a 30-year amortization term as of the termination date of this Lease or any extension hereof, and Lessee shall be reimbursed for the unexpired portion of such 30-year period; provided, however, Lessee shall pay, as its pro rata share, forty percent (40%) of all improvement assessments and the like which are not assessed separately from the building of which they form a part. The first year and last year of the term of this Lease will be prorated between Lessor and Lessee.
Section 4.2. Lessee shall have the right in good faith, at its expense, in Lessor and/or Lessee's name, to contest or review in legal proceedings, or in such manner as it deems suitable, any such taxes, assessments, impositions or charges, provided that such contest or review operates to suspend the collection of such taxes, assessments, impositions or charges or prevents the sale of the leased Premises (or the said personal property, respectively) to satisfy the same; and provided further that Lessee, not less than five (5) days before any such taxes, assessments, impositions or charges shall become due all taxes (other than those taxes delinquent, shall give notice to Lessor of its intention to contest or review same; and, pending any such proceedings to contest or review same, that is to say, until such tax, assessment, imposition or charge shall have become final, Lessor shall not have the right to pay, remove or discharge the tax, assessment, imposition or charge so contested or reviewed. Lessee may pay such item of contested tax, assessment, imposition or charge to the appropriate public authority, under protest. Lessor will join in any contest or protest provided for which PILOT is payable) in this Section 4.2 at the request of Lessee, but at Lessee's sole cost and assessments, general and specificexpense.
Section 4.3. Lessee shall also have the right, if anyLessee so desires, to endeavor to obtain a lowering of the assessed valuation of the leased Premises or the improvements placed thereon and Lessor agrees to cooperate and join in any such endeavor at no expense to Lessor. Nothing in this lease shall be construed as requiring Lessee to pay any franchise tax, corporate license fees, income tax or personal property tax of Lessor, nor to pay any tax that may be levied and assessed upon or against the Facility Realtyincome or profits of Lessor, the Company Lease, this Agreement, the Sublease Agreementincluding but not by way of limitation, any ownership income from the rentals provided for herein, nor any real property tax assessed against real property of Lessor, other than the property herein leased, nor any inheritance, gift, succession or estate tax based upon any inheritance, gift or transfer of Lessor's interest in the leased Premises, nor any tax of the Agency or the same nature as any tax mentioned in this sentence, nor any tax substituted for any tax mentioned in this sentence.
Section 4.4. Lessee or the Sublessee in the Facilityagrees that within thirty (30) days after written notice from Lessor, or the Rental Payments or other amounts payable under the Company Lease, hereunder or under the Sublease Agreement during the Term, and it will exhibit to Lessor for examination receipts for all water and sewer charges, special district chargestaxes, assessments and other governmental charges paid. Real estate taxes shall be prorated between Lessee and impositions whatsoeverLessor as of the date of the signing of this Lease and also as of the date of termination of this Lease; that is, foreseen or unforeseen, ordinary or extraordinary, under any present or future lawLessor is to bear and pay all real property taxes for the period prior to the signing of this Lease, and charges further, after termination of this Lease, Lessor to be charged and to pay all real property taxes for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep portion of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Impositiontax year following said Lease termination.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,
Appears in 1 contract
Samples: Lease Agreement (McCormick & Schmicks Seafood Restaurants Inc.)
Taxes, Assessments and Charges. (a) The Lessee Lessees shall pay or cause to be paid when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company LeaseProject Property, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee Lessees in the FacilityProject Property, or the Rental Payments rentals or other amounts payable under the Company Lease, payments hereunder or under the Sublease Agreement during the Termterm of this Agreement, and all water and sewer charges, special district charges, assessments assessments, Business Improvement District charges and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility RealtyProject Property, all of which are herein called “"Impositions”". The Lessee Lessees may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to Lessees acknowledge that the Lessee any notice, xxxx or other statement received by provisions of section 412-a of the New York Real Property Tax Law and section 874 of the New York General Municipal Law do not entitle the Agency concerning any Imposition.
(b) to exemption from water and sewer charges, special assessments and special ad valorem levies. In the event the Facility Realty is exempt from Impositions (other than real estate taxes Sales and Use Taxes, as defined in respect of PILOT is payablethe Project Agreement) solely due to the Agency’s leasehold estate 's interest in the Facility Realty, the Lessee Lessees shall promptly pay all such Impositions to the appropriate taxing authorities equivalent to the Impositions that which would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate such interest in the Facility Realty.
(c) . The Lessee Lessees may at its their sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted and in good faith commence and with due diligence, prosecute proceedings to contest the amount or validity or application, in whole or in part, of any Impositionsuch Imposition (upon prior written notice to the Agency and the Trustee), if provided, that, (i) if the Lessees withhold payment, such proceeding shall suspend the execution or enforcement of any lien arising from the non-payment of such Imposition against the Facility Project Property or any part thereof or any interest therein, therein or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee Lessees or the Sublessee Trustee or against any of the Rental Payments rentals or other amounts payable under the Company Lease, under this Agreement or under the Sublease Project Agreement,, (ii) neither the Project Property nor any portion thereof or interest therein would be in any reasonably imminent danger of being sold, forfeited or lost, and (iii) neither any of the Lessees, the Agency nor the Trustee would be in any reasonable danger of any civil or any criminal liability for failure to pay such Imposition.
Appears in 1 contract
Taxes, Assessments and Charges. (a) The Lessee shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility Realty, the Company Lease, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee in the Facility, or the Rental Payments or other amounts payable under the Company Lease, Lease or hereunder or under the Sublease Agreement during the Term, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx bill or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes Real Estate Taxes in respect of which PILOT is payable) solely due to the Agency’s leasehold estate in the Facility Realty, the Lessee shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency had no leasehold estate in the Facility Realty.
(c) The Lessee may at its sole cost and expense contest (after prior written notice to the Agency), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Facility or any part thereof or interest therein, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments payable under the Company Lease, under this Agreement or under the Sublease Agreement,
Appears in 1 contract
Samples: Agency Lease Agreement
Taxes, Assessments and Charges. (a) The Lessee Institution shall pay when the same shall become due all taxes (other than those taxes for which PILOT is payable) and assessments, general and specific, if any, levied and assessed upon or against the Facility RealtyTrust Estate, the Company LeaseFacility Realty or any part thereof, this Agreement, the Sublease Agreement, any ownership estate or interest of the Agency or the Lessee or the Sublessee Institution in the Facility, or against any of the Rental Payments loan payments or other payments or other amounts payable under hereunder, the Company LeasePromissory Notes or any of the other Project Documents, hereunder or under the Sublease Agreement during interest of the TermIssuer or the Institution in any Project Document, and all water and sewer charges, special district charges, assessments and other governmental charges and impositions whatsoever, foreseen or unforeseen, ordinary or extraordinary, under any present or future law, and charges for public or private utilities or other charges incurred in the occupancy, use, operation, maintenance or upkeep of the Facility Realty, all of which are herein called “Impositions”. The Lessee Institution may pay any Imposition in installments if so payable by law, whether or not interest accrues on the unpaid balance. The Agency shall forward, as soon as practicable, to the Lessee any notice, xxxx or other statement received by the Agency concerning any Imposition.
(b) In the event the Facility Realty is exempt from Impositions (other than real estate taxes in respect of PILOT is payable) solely due to the AgencyIssuer’s leasehold estate in involvement with the Project and the Facility Realty, the Lessee Institution shall pay all Impositions to the appropriate taxing authorities equivalent to the Impositions that would have been imposed on the Facility Realty if the Lessee were the owner of record of the Facility Realty and the Agency Issuer had no leasehold estate in involvement with the Project and the Facility Realty.
(c) The Lessee Institution may at its sole cost and expense contest (after prior written notice to the AgencyIssuer, the Initial Purchaser and the Trustee), by appropriate action conducted in good faith and with due diligence, the amount or validity or application, in whole or in part, of any Imposition, if (i) such proceeding shall suspend the execution or enforcement of such Imposition against the Trust Estate, the Facility or any part thereof, or interest of the Institution in the Facility, or against any of the loan payments or other amounts payable under this Agreement, the Promissory Notes or any of the other Project Documents, or the interest of the Issuer or the Institution in any Project Document, (ii) none of the Trust Estate, the Facility nor any part thereof or interest thereinof the Institution in the Facility, or in the Company Lease, in this Agreement or in the Sublease Agreement, of the Agency, the Lessee or the Sublessee or against any of the Rental Payments loan payments or other amounts payable under this Agreement, the Company LeasePromissory Notes or any of the other Project Documents, under this Agreement or under the Sublease Agreement,interest of the Issuer, the Initial Purchaser or the Institution in any Project Document, would be in any danger of being sold, forfeited or lost, (iii) neither the Institution, the Issuer, the Initial Purchaser, nor the Trustee would be in any danger of any civil or any criminal liability, other than normal accrual of interest, for failure to comply therewith, and (iv) the Institution shall have furnished such security, if any, as may be required in such proceedings or as may be reasonably requested by the Issuer, the Initial Purchaser or the Trustee to protect the security intended to be offered by the Security Documents.
Appears in 1 contract
Samples: Loan Agreement
