Common use of Residual Value of the Property Clause in Contracts

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ $___________ (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ $___________ (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ $[___________] (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ $[___________] (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements), if any. If the then-current fair market value of the Land Property as of such date (as reasonably determined by Landlord) is less than $ $60,912,365.00 (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectivelyamount, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land Property is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property ImprovementsProperty, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicableProperty, whereupon such determined value(s) value shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ $11,500,000.00 (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ $24,000,000.00 (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ $35,800,00.00 (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ $77,000,000.00 (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.

Residual Value of the Property. Within thirty (30) days following the Expiration Date, or, if earlier, the date of any termination of this Lease pursuant to Section 16(b), Landlord shall deliver to Tenant a written notice (a “Residual Value Notice”) setting forth Landlord’s reasonable determination of the then-current fair market value of each of (i) the Land and (ii) the improvements and fixtures situated on the Land, including any Improvements (as hereinafter defined) (collectively, the “Property Improvements”), in each case as of the Expiration Date or earlier date of termination, as applicable, and the amount of the Residual Value Shortfall (as defined below) with respect to each of the Land and the Property Improvements, if any. If the then-current fair market value of the Land as of such date (as reasonably determined by Landlord) is less than $ $2,750,000.00 (the “Guaranteed Land Value”), and/or the then-current fair market value of the Property Improvements as of such date (as reasonably determined by Landlord) is less than $ $32,750,000.00 (the “Guaranteed Improvements Value”), then Tenant shall pay to Landlord, within thirty (30) days following the date of such Residual Value Notice, (A) the amount by which the then-current fair market value of the Land is less than the Guaranteed Land Value and (B) the amount by which the then-current fair market value of the Property Improvements is less than the Guaranteed Improvements Value (any and all such amounts determined pursuant to clauses (A) and (B), collectively, the “Residual Value Shortfall”). Any failure of Landlord to timely send a Residual Value Notice to Tenant shall be deemed an acknowledgement by Landlord that the then-current fair market value of the Land is at least equal to the Guaranteed Land Value and the then-current fair market value of the Property Improvements is at least equal to the Guaranteed Improvements Value (and that the Residual Value Shortfall is “zero”), and the Parties shall have no further obligations under this Section 2(c). If Landlord sends a Residual Value Notice that does not include Landlord’s reasonable determination of the then-current fair market value of either the Land or the Property Improvements, then Landlord shall be deemed to have failed to timely send a Residual Value Notice to Tenant with respect to such excluded Land or Property Improvements, as applicable, and the immediately preceding sentence shall apply solely in respect thereto. In the event that Tenant disputes Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, Tenant shall send to Landlord a written notice containing an explanation of such dispute (a “FMV Dispute Notice”) within fifteen (15) days following its receipt of the Residual Value Notice. If the Parties are unable to mutually agree upon the then-current fair market value of the Land and/or the Property Improvements, as applicable, within a period of thirty (30) days following Tenant’s delivery of the FMV Dispute Notice, then within five (5) business days following the end of such thirty (30) day period, each of the Parties will give written notice to the other specifying the name and address of an Appraiser and the Parties will use the appraisal process described in Section 2(b)(iv) to determine the then-current fair market value of the Land and/or the Property Improvements, as applicable, whereupon such determined value(s) shall be used for purposes of calculating the Residual Value Shortfall (if any) hereunder. Within thirty (30) days following the conclusion of the appraisal process, the amount of any Residual Value Shortfall due to Landlord (if any) shall be so paid by Tenant. Any failure of Tenant to timely send an FMV Dispute Notice to Landlord shall be deemed an acceptance by Tenant of Landlord’s determination of the then-current fair market value of the Land and/or the Property Improvements, as applicable (as set forth in the Residual Value Notice). The provisions of this Section 2(c) shall survive the expiration or earlier termination of this Lease.