Common use of Tenant Inducement Costs Clause in Contracts

Tenant Inducement Costs. Subject to the provisions of this Section 11.1.4, Purchaser shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth in a Lease or amendment to Lease entered into after the Effective Date with Purchaser’s consent in accordance with the provisions of this Agreement. Seller shall be responsible for the payment of all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (such Tenant Inducement Costs and leasing commission, collectively, the “Seller Inducements”). If, as of the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) the Tenant thereunder which is in the nature of a tenant inducement, including specifically, tenant improvement costs, and design and refurbishment allowances. The term “Tenant Inducement Costs” shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing Date.

Tenant Inducement Costs. Subject Each Seller shall pay all such Tenant Inducement Costs and leasing commissions payable under the Leases of such Seller with respect to all expansions or renewals of any Lease exercised prior to the provisions Effective Date. If said amounts have not been paid in full on or before Closing, Purchaser shall receive a credit against the Purchase Price in the aggregate amount of all such Tenant Inducement Costs and leasing commissions remaining unpaid at Closing, and Purchaser shall assume the obligation to pay amounts payable after Closing up to the amount of such credit received at Closing. Without limiting the generality of the foregoing, to the extent the same has not been paid prior to Closing, at Closing, Purchaser shall receive a credit against the Purchase Price in the amount of $525,648.00 (or so much thereof as may not have been paid prior to Closing), in payment of the Tenant Inducement Costs payable to American Express Travel Related Services Company, Inc. upon such tenant’s completion of construction of its tenant improvements in accordance with such tenant’s Lease, together with a credit in the amount of $174,009.00 (or so much thereof as may not have been paid prior to Closing) in payment of the balance of the leasing commission payable to Xxxxxxxx Xxxx and Commercial Jacksonville in connection with the renewal of the American Express Travel Related Services Company Lease; and Purchaser shall assume the obligation to pay such amounts to said tenant and leasing agents when due in accordance with said Lease and Commission Agreement. Except as may be specifically provided to the contrary elsewhere in this Section 11.1.4Agreement, if the transactions consummated under this Agreement close and the Closing occurs, Purchaser shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth in (i) as a Lease result of any renewals or amendment to Lease extensions or expansions of the existing Leases entered into after the Effective Date hereof with Purchaser’s consent the approval of Purchaser as set forth in this Agreement, and (ii) under any new leases approved or deemed approved by Purchaser in accordance with Section 4.3(a). If for any reason the provisions of this Agreement. Closing does not occur, the applicable Seller shall be responsible remain solely liable for the payment of all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (such Tenant Inducement Costs and leasing commission, collectively, the “Seller Inducements”). If, as of the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) the Tenant thereunder which is in the nature of a tenant inducement, including specifically, tenant improvement costs, and design and refurbishment allowances. The term “Tenant Inducement Costs” provisions of this Section 5.4(d) shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear survive the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing DateClosing.

Tenant Inducement Costs. Subject Set forth on Exhibit “N” attached hereto and made a part hereof is a list of tenants at the Property with respect to which Tenant Inducement Costs and/or leasing commissions have not been paid in full as of the Effective Date. The responsibility for the payment of such Tenant Inducement Costs and leasing commissions shall be allocated as between Seller and Purchaser as set forth on Exhibit “N”. All of such Tenant Inducement Costs and leasing commissions set forth on Exhibit “N” become due and payable after the scheduled date for Closing under this Agreement. Accordingly, except as otherwise set forth in this Section 6.4(e), if said amounts which are the responsibility of Seller as set forth on Exhibit “N” have not been paid in full on or before the Closing Date, Purchaser shall assume such payment obligation at Closing, and Purchaser shall receive a credit against the Purchase Price in the aggregate amount of the said unpaid Tenant Inducement Costs and leasing commissions. Except as may be specifically provided to the provisions of contrary elsewhere in this Section 11.1.4Agreement, Purchaser shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth become due and payable (whether before or after Closing) as a result of any renewals or extensions or expansions of existing Leases approved or deemed approved by Purchaser in a Lease or amendment to Lease entered into after accordance with Section 5.3(a) hereof between the Effective Date with Purchaser’s consent and the Closing Date and under any new Leases, approved or deemed approved by Purchaser in accordance with the provisions of this Agreement. said Section 5.3(a), and Purchaser will credit Seller shall be responsible for the payment of all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (at Closing with an amount equal to any such Tenant Inducement Costs and leasing commission, collectively, the “Seller Inducements”). If, as of the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not commissions that are Purchaser’s responsibility that have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any payments required under a Lease to be been paid by the landlord thereunder Seller prior to (or for the direct benefit of) the Tenant thereunder which is in the nature of a tenant inducement, including specifically, tenant improvement costs, and design and refurbishment allowances. The term “Tenant Inducement Costs” shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing DateClosing.

Tenant Inducement Costs. Subject Set forth on Exhibit “N” attached hereto and made a part hereof is a list of tenants at the Property with respect to which Tenant Inducement Costs and/or leasing commissions have not been paid in full as of the Effective Date. The responsibility for the payment of such Tenant Inducement Costs and leasing commissions shall be allocated as between Seller and Purchaser as set forth on Exhibit “N”. All of such Tenant Inducement Costs and leasing commissions set forth on Exhibit “N” become due and payable after the scheduled date for Closing under this Agreement. Accordingly, except as otherwise set forth in this Section 6.4(e), if said amounts which are the responsibility of Seller as set forth on Exhibit “N” have not been paid in full on or before the Closing Date, Purchaser shall assume such payment obligation at Closing, and Purchaser shall receive a credit against the Purchase Price in the aggregate amount of the said unpaid Tenant Inducement Costs and leasing commissions. Except as may be specifically provided to the provisions of contrary elsewhere in this Section 11.1.4Agreement, Purchaser shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth become due and payable (whether before or after Closing) as a result of any renewals or extensions or expansions of existing Leases approved or deemed approved by Purchaser in a Lease or amendment to Lease entered into after accordance with Section 5.3(a) hereof between the Effective Date with Purchaser’s consent and the Closing Date and under any new Leases, approved or deemed approved by Purchaser in accordance with the provisions of this Agreement. said Section 5.3(a) and, Purchaser will credit Seller shall be responsible for the payment of all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (at Closing with an amount equal to any such Tenant Inducement Costs and leasing commission, collectively, the “commissions that are Purchaser’s responsibility that have been paid by Seller Inducements”)prior to Closing. If, as The provisions of this Section 6.4(e) shall survive the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) the Tenant thereunder which is in the nature of a tenant inducement, including specifically, tenant improvement costs, and design and refurbishment allowances. The term “Tenant Inducement Costs” shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing Date.

Tenant Inducement Costs. Subject to the provisions of this Section 11.1.4, Purchaser shall be responsible for the payment of (A) all Tenant Inducement Costs and leasing commissions which become due and payable (whether before or after the Closing) as a result of, and any legal fees or other out-of-pocket third-party costs (e.g., space planning costs, construction oversight fees, etc.) incurred by Seller in connection with, (1) any new Leases executed during the Applicable Period (as hereinafter defined) and leasing commissions which are set forth in that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof, (2) any renewals, extensions, amendments or expansions of Existing Leases executed during the Applicable Period that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof, or (3) any options exercised by tenants (or the failure of a tenant to exercise an option) during the Applicable Period that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof (to the extent the landlord under any such Existing Lease or amendment has approval rights relating to Lease entered into after the Effective Date with Purchaser’s consent in accordance with the provisions of this Agreement. Seller shall be responsible for the payment of any such option), (B) all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto as a result of new Leases, or renewals, extensions, amendments or expansions of Existing Leases, executed from and after the Closing Date or as a result of any options exercised by tenants (or the failure of a tenant to exercise an option) after the Closing Date and (C) the loss of income resulting from any free rent period (x) under new Leases executed during the Applicable Period that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof or after Closing, (y) under any renewals, extensions, amendments or expansions of Existing Leases executed during the Applicable Period that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof and (z) as a result of any options exercised by tenants (or the failure of a tenant to exercise an option) during the Applicable Period that have been approved or deemed approved by Purchaser pursuant to Section 9(c) hereof (to the extent the landlord under any such Tenant Inducement Costs Existing Lease has approval rights relating to any such option) (the costs in (A), (B) and leasing commission, collectively, (C) are collectively are referred to as the “Seller InducementsPurchaser Leasing Costs”). If, as of the ClosingClosing Date, Seller has shall have paid or incurred any Seller Inducements Purchaser Leasing Costs for which Purchaser is responsible pursuant to the forgoing foregoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any out-of-pocket payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) of the Tenant tenant thereunder which is in the nature of a tenant inducement, including specifically, without limitation, tenant improvement costs and allowances, legal fees, lease buyout costs, and design moving, design, refurbishment and refurbishment club membership allowances. The For purposes hereof, the term “Tenant Inducement CostsApplicable Period” shall not include legal fees or loss of income resulting mean the period from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of Effective Date through the Closing and that Date. At Closing, Purchaser shall bear such loss receive a credit for (a) rents which are not payable from and after Closing under the Leases identified on Exhibit N attached hereto as a result of unexpired free rent periods under such Leases and (b) all Tenant Inducement Costs and leasing commissions in connection with Leases in effect as of the Effective Date or the Closing DateDate that are not Purchaser’s responsibility pursuant to the preceding paragraph. Furthermore, if by Closing, Seller has not completed and paid in full any Tenant Inducement Costs or leasing commissions identified on Exhibit N attached hereto, then, then such costs (collectively, the “Seller Leasing Costs”) shall be credited to Purchaser at Closing, subject to the final proration of such amounts as described in Section 11(o) below. Notwithstanding the foregoing, Seller shall not be liable for any increases in Seller Leasing Costs which result from any change order, or additions to tenant improvements or changes in the scope of work or specifications with respect to Tenant Inducement Costs or leasing commissions which are agreed to by Purchaser after Closing.

Tenant Inducement Costs. Subject to the provisions of this Section 11.1.4, Purchaser Seller shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth in a Lease or amendment to Lease entered into after the Effective Date with Purchaser’s consent in accordance with the provisions of this Agreementdefined below), other than Future Tenant Inducement Costs (as defined below). Seller Purchaser shall be responsible for the payment of all Future Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (such Tenant Inducement Costs and leasing commission, collectively, the “Seller Inducements”). If, as of the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit)Costs. For purposes hereof, the term “Tenant Inducement Costs” shall mean any out-of-pocket payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) of the Tenant tenant thereunder which is in the nature of a tenant inducementinducement or concession including, including specificallywithout limitation, tenant improvement costs, design, refurbishment and design other work allowances, lease buyout costs, and refurbishment moving allowances. The term ; provided, however, that “Tenant Inducement Costs” shall not include legal fees or loss of income resulting from any free rental period; period (it being agreed that Seller shall bear the such loss resulting from any free rental period until with respect to the date of period prior to the Closing Date and that Purchaser shall bear such loss with respect to the period from and after the Closing Date). For purposes hereof, the term “Future Tenant Inducement Costs” shall mean (i) any Tenant Inducement Costs which may become due and payable, whether before or after the Closing Date, arising from, relating to or in connection with the exercise after the Effective Date of any renewal option, extension option, expansion option, lease of additional space, right of first offer, right of first refusal or similar right or option or the lapse or waiver of any right of cancellation expressly set forth and contained in any of the Leases in effect as of the Effective Date), and (ii) all Tenant Inducement Costs which may become due and payable in connection with the execution and delivery between the Effective Date and the Closing Date of any new Lease, in each case which have been approved (or deemed approved) by Purchaser to the extent required by the terms hereof. If as of the Closing Date Seller shall have not paid any Tenant Inducement Costs for which Seller is responsible pursuant to the foregoing provisions, then (a) Purchaser shall receive a credit against the Purchase Price in an amount equal to such unpaid Tenant Inducement Costs, (b) Purchaser shall thereby assume the obligations of Seller to pay such Tenant Inducement Costs pursuant to the Assignment and Assumption Agreement in the form of Exhibit F hereto, and (c) Seller shall no longer be responsible for the payment of such Tenant Inducement Costs.

Tenant Inducement Costs. Subject to the provisions of this Section 11.1.4, Purchaser Seller agrees that it shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) which become due and leasing commissions which are set forth in a Lease payable (whether before or amendment to Lease entered into after the Effective Date with Purchaser’s consent Closing Date) arising from, related to, or in accordance connection with the provisions existing term of this Agreementthe Leases in effect as of the date hereof ("Seller's TIC's") and at Closing, shall provide Purchaser with a credit against the Purchase Price for all Seller's TIC's. Seller Purchaser agrees that it shall be responsible for the payment of of: (i) all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto which become due and payable (whether before or after the Closing Date) arising from, relating to or in connection with any new Leases or any renewal agreements, modifications, amendments, expansion agreements or other agreements relating to the existing Leases or any such new Leases entered into between the date hereof and the Closing Date and (ii) all Tenant Inducement Costs and leasing commissioncommissions which become due and payable (whether before or after the Closing Date) arising from, collectivelyrelating to or in connection with any renewal, expansion or other options contained in the “Seller Inducements”existing Leases (or in any new Leases or any other agreement described in clause (i) above which are exercised (or not exercised i.e the lapse of a tenant right of termination) on or after the date hereof). If, If as of the ClosingClosing Date, Seller has shall have paid any Seller Inducements Tenant Inducement Costs or leasing commissions for which Purchaser is responsible ("Purchaser's TIC's") pursuant to the forgoing provisionsforegoing, Purchaser shall reimburse Seller therefor for same at the Closing. IfPurchaser hereby agrees to (i) assume, as (ii) release Seller from and (iii) indemnify and hold harmless Seller against any and all liability relating to, Purchaser's TIC's and to the extent of the Closingcredit received at Closing with respect thereto, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit)'s TIC's. For purposes hereof, the term “"Tenant Inducement Costs” " shall mean any out of pocket payments required under a Lease to be paid by the landlord Landlord thereunder to (or for the direct benefit of) benefits of the Tenant tenant thereunder which is in the nature of a tenant inducementinducement or concession, including specificallywithout limitation, tenant improvement costs, design, refurbishment and design other work allowances, lease buy out costs, moving allowances and refurbishment allowancesfree rent periods. The term “Tenant Inducement Costs” This paragraph shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing Datesurvive Closing.

Tenant Inducement Costs. Subject Set forth on Exhibit “N” attached hereto and made a part hereof is a list of tenants at the Property with respect to which Tenant Inducement Costs and/or leasing commissions have not been paid in full as of the Effective Date. The responsibility for the payment of such Tenant Inducement Costs and leasing commissions shall be allocated as between Seller and Purchaser as set forth on Exhibit “N”. All of such Tenant Inducement Costs and leasing commissions set forth on Exhibit “N” become due and payable after the scheduled date for Closing under this Agreement. Accordingly, if said amounts which are the responsibility of Seller as set forth on Exhibit “N” have not been paid in full on or before the Closing Date (such payment to be evidenced by documentation reasonably acceptable to Purchaser), Purchaser shall assume such payment obligation at Closing, and Purchaser shall receive a credit against the Purchase Price in the aggregate amount of the said unpaid Tenant Inducement Costs and leasing commissions. Except as may be specifically provided to the provisions of contrary elsewhere in this Section 11.1.4Agreement, Purchaser shall be responsible for the payment of all Tenant Inducement Costs (as hereinafter defined) and leasing commissions which are set forth become due and payable (whether before or after Closing) as a result of any renewals or extensions or expansions of existing Leases approved or deemed approved by Purchaser in a Lease or amendment to Lease entered into after accordance with Section 5.3(a) hereof between the Effective Date with Purchaser’s consent and the Closing Date and under any new Leases, approved or deemed approved by Purchaser in accordance with the said Section 5.3(a). The provisions of this Agreement. Seller Section 6.4(e) shall be responsible for the payment of all Tenant Inducement Costs and all leasing commissions set forth on Exhibit Q attached hereto (such Tenant Inducement Costs and leasing commission, collectively, the “Seller Inducements”). If, as of survive the Closing, Seller has paid any Seller Inducements for which Purchaser is responsible pursuant to the forgoing provisions, Purchaser shall reimburse Seller therefor at the Closing. If, as of the Closing, Seller shall not have paid any Seller Inducements for which Seller is responsible pursuant to this Section 11.1.4, Purchaser shall receive a credit against the Purchase Price at the Closing in such amounts. After Seller’s credit against the Purchase Price pursuant in respect of the Seller Inducements for which Seller is responsible, Purchaser shall assume the obligations for the payment of such Seller Inducements to the applicable parties and shall indemnify, defend and hold Seller harmless from and against any claims made by any person in respect of such Seller Inducements (for which Purchaser has received a credit). For purposes hereof, the term “Tenant Inducement Costs” shall mean any payments required under a Lease to be paid by the landlord thereunder to (or for the direct benefit of) the Tenant thereunder which is in the nature of a tenant inducement, including specifically, tenant improvement costs, and design and refurbishment allowances. The term “Tenant Inducement Costs” shall not include legal fees or loss of income resulting from any free rental period; it being agreed that Seller shall bear the loss resulting from any free rental period until the date of the Closing and that Purchaser shall bear such loss from and after the Closing Date.