Common use of Condemnation Award Clause in Contracts

Condemnation Award. Subject to the provisions of Section 19.4 below, in connection with any taking of the Premises or the Building, Landlord shall be entitled to receive the entire amount of any award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value of this Lease, and such bonus or excess value shall be the sole property of Landlord. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking (including any claim for bonus or excess value of this Lease); provided, however, if any portion of the Premises is taken, Tenant shall be granted the right to recover from the condemning authority (but not from Landlord) any compensation as may be separately awarded or recoverable by Tenant for the taking of Tenant's furniture, fixtures, equipment and other personal property within the Premises, for Tenant's relocation expenses, and for any loss of goodwill or other damage to Tenant's business by reason of such taking and for a prorata share of the value of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premises.

Condemnation Award. Subject to If the provisions of Section 19.4 below, in connection with whole or any taking part of the Premises or the Buildingare taken pursuant to any condemnation proceeding, then Landlord shall be entitled to receive the entire amount entirety of any condemnation award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or except that portion allocable to the value of Master Tenant’s leasehold interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value the unexpired term of this Lease, any Master Tenant’s Property, Subtenant’s Personal Property and/or any unsalvageable trade fixtures or furnishings owned by Master Tenant, any amounts specifically awarded or agreed upon by the Master Tenant and such bonus or excess value the condemning authority for the unamortized portion of Master Tenant’s leasehold improvements and each Subtenant’s leasehold improvements shall be the sole property of LandlordMaster Tenant (except that the portion of the condemnation award allocable to each Subtenant’s Personal Property and each Subtenant’s leasehold improvements shall be awarded to Master Tenant or the applicable Subtenant(s), as their interests may appear, or as provided in the applicable Sublease) (“Master Tenant’s Award”). The foregoing notwithstanding, if the whole or a portion of the Premises shall be taken pursuant to any condemnation proceeding and at that time the leasehold interest of the Master Tenant, or applicable portion thereof, was encumbered by a Permitted Mortgage, then Master Tenant’s Award first shall be applied to pay off or pay down the loan encumbered by the Permitted Mortgage. Master Tenant shall not assert require in any claim sublease of the Premises, that any Subtenant waive any and all rights against any public entity and/or the Landlord or the taking authority for any compensation because of such taking (including any claim for bonus or excess value of this Lease); provided, however, if any portion of the Premises is taken, Tenant shall be granted condemnation award relating to the right to recover from the condemning authority (but not from LandlordSubtenant(s) any compensation as may be separately awarded or recoverable by Tenant for the taking of Tenant's furniture, fixtures, equipment and other personal property within the Premises, for Tenant's relocation expenses, and for any loss of goodwill or other damage to Tenant's business by reason of such taking and for a prorata share value of the value leasehold interest of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premisesany unexpired term.

Condemnation Award. Subject to If the provisions of Section 19.4 below, in connection with whole or any taking part of the Premises or the Buildingare taken pursuant to any condemnation proceeding, then Landlord shall be entitled to receive the entire amount entirety of any condemnation award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or except that portion allocable to the value of Master Xxxxxx’s leasehold interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value the unexpired term of this Lease, any Master Xxxxxx’s Property, Subtenant’s Personal Property and/or any unsalvageable trade fixtures or furnishings owned by Master Tenant, any amounts specifically awarded or agreed upon by the Master Tenant and such bonus or excess value the condemning authority for the unamortized portion of Master Xxxxxx’s leasehold improvements and each Subtenant’s leasehold improvements shall be the sole property of LandlordMaster Tenant (except that the portion of the condemnation award allocable to each Subtenant’s Personal Property and each Subtenant’s leasehold improvements shall be awarded to Master Tenant or the applicable Subtenant(s), as their interests may appear, or as provided in the applicable Sublease) (“Master Tenant’s Award”). The foregoing notwithstanding, if the whole or a portion of the Premises shall be taken pursuant to any condemnation proceeding and at that time the leasehold interest of the Master Tenant, or applicable portion thereof, was encumbered by a Permitted Mortgage, then Master Tenant’s Award first shall be applied to pay off or pay down the loan encumbered by the Permitted Mortgage. Master Tenant shall not assert require in any claim sublease of the Premises, that any Subtenant waive any and all rights against any public entity and/or the Landlord or the taking authority for any compensation because of such taking (including any claim for bonus or excess value of this Lease); provided, however, if any portion of the Premises is taken, Tenant shall be granted condemnation award relating to the right to recover from the condemning authority (but not from LandlordSubtenant(s) any compensation as may be separately awarded or recoverable by Tenant for the taking of Tenant's furniture, fixtures, equipment and other personal property within the Premises, for Tenant's relocation expenses, and for any loss of goodwill or other damage to Tenant's business by reason of such taking and for a prorata share value of the value leasehold interest of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premisesany unexpired term.

Condemnation Award. Subject In any condemnation proceedings, Landlord and Tenant each agree to cooperate in obtaining the provisions highest award possible and agree to request that separate awards be made for Landlord’s and Tenant’s interests in the Premises and the Improvements. In the event that separate awards are not made for Landlord’s and Tenant’s interests in the Premises and the Improvements, any compensation which may be awarded on account of Section 19.4 belowthe taking of all of the Premises, and Improvements by eminent domain shall be fairly allocated between the ownership of the fee and the remainder of the leasehold estate in connection accordance with any the loss and damage suffered by each, taking into consideration all the relevant facts and circumstances, including, but not limited to, the then present value of the Premises or and all of the BuildingImprovements and the present value of Landlord’s remainder interest in such Improvements as well as the value of Landlord’s interest in the fee and Tenant’s interest in the Lease for the remainder of the Term (i.e. from the date the Premises is taken until the Fixed Expiration Date). If the parties are unable to agree on the allocation of the condemnation award between Landlord and Tenant (the “Respective Allocations”) within thirty (30) days after the condemnation proceedings have terminated, the allocation shall be determined by appraisal, using the method hereinafter set forth: If, during such negotiation period, the parties do not agree in writing, Landlord and Tenant shall each designate in writing, within five (5) Business Days after the expiration of the aforementioned thirty (30) day period, an MAI or similarly accredited appraiser (an “Appraiser”) having at least ten (10) years’ experience in the appraisal of commercial real estate in the Northern Virginia area of metropolitan Washington, DC for purposes of determining the Respective Allocations. The Appraiser may not be entitled affiliated in any respect with either Landlord or Tenant or their respective affiliates. Within fifteen (15) Business Days after the designation of the Appraisers, the two Appraisers so designated shall designate a third Appraiser of the same qualifications. The Appraisers so designated shall, within sixty (60) days after the date of the third Appraiser is designated, determine the Respective Allocations. If the three Appraisers are unable to receive agree upon the entire amount of any award which may be made or given in such taking or condemnationRespective Allocations, without deduction or apportionment for any estate or interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value of this Lease, and such bonus or excess value then the Respective Allocations shall be the sole property average of Landlordthe two closest appraisals. Landlord and Tenant shall not assert any claim against each cooperate with the Appraisers and provide all information reasonably requested by the Appraisers to all three (3) Appraisers at the same time. Any information provided by Landlord or Tenant to the taking authority for any compensation because Appraisers shall also simultaneously be delivered to the other party hereto. Each Appraisers shall give written notice to the parties stating his determination, and shall furnish to each party a copy of such taking determination signed by him. The determination of such Appraisers shall be final and binding upon the parties and a final judgment thereon may be entered in a court of competent jurisdiction on the petition of either party. If either party, or the two Appraisers designated by the parties, fail to timely designate an Appraiser (including or a replacement Appraiser pursuant to the next sentence), then either party may apply to a court of competent jurisdiction to make such designation. In the event of the failure, refusal or inability of any claim for bonus Appraiser to act, a new Appraiser with the qualifications described above shall be appointed promptly in his stead. The party who designated the Appraiser so failing, refusing or excess value unable to act shall designate the replacement Appraiser, or, if the Appraiser failing, refusing or unable to act was the Appraiser designated jointly by the parties’ Appraisers, the parties’ Appraisers shall jointly designate the replacement Appraiser. Landlord and Tenant shall each bear the cost of this Lease); its Appraiser and Landlord and Tenant shall share equally the cost of the third Appraiser. If the Appraisers shall fail to make the determination herein provided, however, if any portion of the Premises is taken, Tenant then either party shall be granted have the right to recover from institute such action or proceeding in such court as shall be appropriate in the condemning authority (but not from Landlord) any compensation as may be separately awarded or recoverable by circumstances and Tenant for and Landlord shall share equally the taking of Tenant's furniture, fixtures, equipment and other personal property within the Premises, for Tenant's relocation expenses, and for any loss of goodwill or other damage to Tenant's business by reason cost of such taking and for a prorata share of the value of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premisesaction.

Condemnation Award. Subject to the provisions of Section 19.4 below, in connection with any taking of the Premises or the Building, Landlord shall be entitled to receive the entire amount of any award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value of this Lease, and such bonus or excess value shall be the sole property of Landlord. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking (including any claim for bonus or excess value of this Lease); provided, however, if any portion of the Premises is taken, Tenant shall be granted the right to recover from the condemning authority (but not from Landlord) any compensation as may be separately awarded or recoverable by Tenant for the taking of Tenant's ’s furniture, fixtures, equipment and other personal property within the Premises, for Tenant's ’s relocation expenses, and for any loss of goodwill or other damage to Tenant's ’s business by reason of such taking and for a prorata share of the value of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premises.

Condemnation Award. Subject to In the provisions event of Section 19.4 below, any condemnation or conveyance in connection with any taking lieu thereof of the Premises Premises, whether whole or the Buildingpartial, Landlord shall be entitled to receive the entire amount of any award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or interest of Tenant, it being expressly understood and agreed by Tenant that no portion of any such award shall be allowed or paid to Tenant for any so-called bonus or excess value of this Lease, and such bonus or excess value shall be the sole property of Landlord. Tenant shall not assert any have no claim against Landlord or the taking condemning authority for any compensation because of such taking (including any claim for bonus or excess the value of this Lease)the unexpired Lease Term, and Tenant shall not be entitled to any part of the compensation or award, whether paid as compensation for diminution in value to the leasehold or to the fee of the Premises, and Landlord shall receive the full amount thereof, Tenant hereby waiving any right to any part thereof and assigning to Landlord its interest therein; provided, however, if any portion of the Premises is taken, (i) Tenant shall be granted have the right to claim and recover from the condemning authority (but not from Landlord) any such compensation as may be separately awarded or recoverable by to Tenant for the taking of in Tenant's furniture, fixtures, equipment own name and other personal property within the Premises, for Tenant's relocation expenses, and for any loss right on account of goodwill or other all damage to Tenant's business by reason of such taking the condemnation and for a prorata share any cost which Tenant may incur in removing its personal property from the Premises including the increase, if any, of the value of that portion lease rate for the new premises over the Base Rental described in Section 5.1, for the duration of the Tenant Improvements Initial Lease Term or any extension thereof; and Tenant Changes paid for (ii) if this Lease is terminated by reason of a condemnation of all or a part of the Premises, Landlord shall pay to Tenant, to the extent of the condemnation award only, Tenant's unamortized cost of installing permanent leasehold improvements (less Landlord's contribution toward the Improvements) in the Premises as disclosed on the books used by Tenant in excess for federal income tax purposes; provided, however, Tenant's rights to recover under this paragraph shall be subordinate to the rights of the Construction Allowance, which prorata share shall be based upon a fraction, holder of the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in first mortgage on the Premises.

Condemnation Award. Subject Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the provisions Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of Section 19.4 belowany taking, in connection with any taking by exercise of the Premises right of eminent domain, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request, and Tenant hereby irrevocably appoints Landlord its attorney-in-fact to execute and deliver in Tenant’s name all such assignments and assurances. Notwithstanding the Buildingpreceding, however, Tenant, subject to, and subordinate to, the rights of any mortgage lender of the Landlord with respect to the Property, shall have a right to a share of any portion of a condemnation award which is directly attributable to the Initial Work and the Expansions. The Tenant’s share of the portion of a condemnation award directly attributable to the Initial Work and the Expansions shall be entitled equal to 50% of the then unamortized amount of Tenant’s actual out-of-pocket payments for hard construction costs for the Initial Work and Expansions made by Tenant through December 31, 2005 (up to a maximum amount of $1,600,000.00 in out-of-pocket payments). Such payment amount shall be ratably amortized without interest over the Initial Term. In no event shall Tenant have the right to receive the entire an amount of any award which may be made or given in such taking or condemnation, without deduction or apportionment for any estate or interest of Tenant, it being expressly understood and agreed by Tenant that no portion greater than $800,000.00 out of any such award award. In addition, nothing contained herein shall be allowed or paid construed to prevent Tenant from prosecuting in a separate condemnation proceeding a claim for any so-called bonus or excess the value of this Lease, and such bonus or excess value shall be the sole property any of Landlord. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking (including any claim for bonus or excess value of this Lease); provided, however, if any portion of Tenant’s Removable Property installed in the Premises is taken, Tenant shall be granted the right to recover from the condemning authority (but not from Landlord) any compensation as may be separately awarded or recoverable by Tenant at Tenant’s expense and for the taking of Tenant's furniture, fixtures, equipment and other personal property within the Premises, for Tenant's relocation expenses, and for any loss provided that such action shall not affect the amount of goodwill or other damage to Tenant's business compensation otherwise recoverable by reason of such Landlord from the taking and for a prorata share of the value of that portion of the Tenant Improvements and Tenant Changes paid for by Tenant in excess of the Construction Allowance, which prorata share shall be based upon a fraction, the numerator of which is the number of months remaining in the Term (had this Lease not been terminated), and the denominator of which is the number of months remaining in the term at the time the Tenant Improvements and Tenant Changes were installed in the Premisesauthority.