Purchase of Property. If Tenant purchases the Property from Landlord pursuant to any of the terms of this Lease, Landlord shall, except as otherwise expressly provided, upon receipt from Tenant of the applicable purchase price, together with full payment of any unpaid Rent due and payable with respect to any period ending on or before the date of such purchase, deliver to Tenant an ALTA Owner Policy of Title Insurance or such equivalent policy of title insurance as may be available in the State and which is reasonably acceptable to Tenant, together with such endorsements, reinsurance agreements and direct access agreement as Tenant may reasonably request, together with an appropriate special warranty deed or other conveyance conveying marketable fee simple title in and to the Property to Tenant in the condition set forth in Article XXVI, except that the Property shall be free and clear of all mortgages and encumbrances other than (a) those Tenant has agreed hereunder to pay or discharge, (b) those mortgages which Tenant has agreed in writing to accept and to take title subject to on the date the Property was originally conveyed to Landlord and which are not in default, (c) encumbrances required to be imposed on the Property under Section 8.3, and (d) any other encumbrances permitted to be imposed on the Property under the provisions of Article XXVII which are assumable at no cost or expense to Tenant or to which Tenant may take subject without cost or expense to Tenant. The difference between the applicable purchase price and the total amount of the encumbrances assumed or taken subject to, if a positive number, shall be paid in cash to Landlord or as Landlord may direct, in federal or other immediately available funds, unless otherwise mutually agreed by Landlord and Tenant; provided, that Landlord shall be obligated to pay to Tenant in cash any negative difference between the applicable purchase price and the total amount of the encumbrances so assumed or taken subject to by Tenant. All reasonable expenses of conveying the Property to Tenant, including, without limitation, the cost of the aforementioned title insurance and attorneys' fees incurred by Landlord in connection with such conveyance and release, and documentary transfer and similar taxes, recording fees and expenses of Tenant's counsel, shall be paid by Tenant.
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Purchase of Property. If Tenant purchases Lessee may, by written notice to Lessor given not more than thirty nor less than eighteen months prior to the end of the initial term or any renewal term of this Lease elect to have the Property from Landlord pursuant appraised by three qualified appraisers, one of whom shall be promptly selected by Lessor, one of whom shall be promptly selected by Lessee and one of whom shall be promptly selected by said two appraisers selected by Lessor and Lessee, which appraisers shall undertake, at Lessee's sole expense, to appraise the Property at least by the thirtieth day before the beginning of the last year of the then current term of this Lease. Upon receipt of a written appraisal agreed upon in writing by at least two of said appraisers, Lessee may, by written notice to Lessor given prior to the beginning of such last year, elect and, subject to obtaining necessary approvals of regulatory authorities having jurisdiction, shall thereupon become obligated to purchase the Leased Property at any time designated in such notice during such last year and at least sixty days after the date of such notice. for a Purchase Price equal to the then value of the Leased Property as appraised by said appraisers, as aforesaid which Purchase Price shall be increased by an amount equal to the net amount theretofore expended by Lessor to restore the Leased Property after any damage thereto or destruction or Taking thereof or successful assertion of title paramount thereto which occurred prior to such appraisal, and is reflected in such appraisal, and which Purchase Prices shall be decreased by the appraised amount of any loss in value of the Leased Property due to any damage, destruction. successful assertion of title paramount or Taking referred to in sections 21, 23, 24 or 2: which occurred after such appraisal, and is not reflected in such appraisal, to the extent that such loss has not been restored by Lessor such appraised amount to be determined by said appraisers as soon as possible after the occurrence involving such decrease in value in the same manner as the Purchase Price was determined, provided, that such Purchase Price shall in no event be less than $950,000 if such purchase is made during the last year of the initial term of this Lease nor less than $665,000 if such purchase is made during the last year of the first renewal term of this Lease. nor less than $380,000 if such purchase is made during the last year of the second renewal term of this Lease. If necessary approvals of regulatory authorities have not been obtained within 90 days of Lessee's notice of election, such election shall be voided without liability to Lessee or Lessor, and Lessee may elect, by written notice to Lessor given within 10 days after said 90-day period to extend this Lease for any renewal term or terms provided for in sections 34, notwithstanding the fact that said notice would not otherwise be timely under said section 34. If Lessee shall so notify Lessor, Lessor shall, on the date designated in such notice, furnish to Lessee at the place to which service of notices upon Lessee is then to be given under section 50 of this Lease, Landlord shalla quitclaim deed to the Leased Property, except as otherwise expressly provided, upon receipt from Tenant of the applicable purchase price, together with full payment of any unpaid Rent due conveying to Lessee a good and payable with respect to any period ending on or before the date of such purchase, deliver to Tenant an ALTA Owner Policy of Title Insurance or such equivalent policy of marketable title insurance as may be available in the State and which is reasonably acceptable to Tenant, together with such endorsements, reinsurance agreements and direct access agreement as Tenant may reasonably request, together with an appropriate special warranty deed or other conveyance conveying marketable fee simple title in and to the Property to Tenant in the condition set forth in Article XXVILeased Property, except that the Property shall be free and clear of all mortgages mortgages, liens, charges, encumbrances, easements, conditions and encumbrances other than rights of re-entry or forfeiture, subjects only to: (a) those Tenant has agreed hereunder to pay or discharge, this Lease; (b) those mortgages which Tenant has agreed in writing to accept and to take title subject to on the date the Property was originally conveyed to Landlord and which are not in defaultmatters, (c) encumbrances required to be imposed on the Property under Section 8.3, and (d) any other encumbrances permitted to be imposed on the Property under the provisions of Article XXVII which are assumable at no cost or expense to Tenant or to which Tenant may take subject without cost or expense to Tenant. The difference between the applicable purchase price and the total amount of the encumbrances assumed or taken subject to, if a positive number, shall be paid in cash to Landlord or as Landlord may direct, in federal or other immediately available funds, unless otherwise mutually agreed by Landlord and Tenant; provided, that Landlord shall be obligated to pay to Tenant in cash any negative difference between the applicable purchase price and the total amount of the encumbrances so assumed or taken subject to by Tenant. All reasonable expenses of conveying the Property to Tenant, includinginc tiding, without limitation, those set forth in Schedule A hereto, existing, at June 28, 1963 to the cost extent such matters relate to the Phase I Property, and existing at the date of this Lease to the extent such matters relate to the Phase II Property; (c) all taxes, special assessments and Impositions and liens required to be paid as additional rent or otherwise or discharged by the Lessee under any of the aforementioned title insurance and attorneys' fees incurred provisions of this Lease; (d ) acts done by Landlord in connection the Lessee hereunder or by Lessor at the request of or with such conveyance and releasethe consent of Lessee, and documentary transfer claims by persons claiming by, through or under the Lessee; and similar taxes( e ) all Takings, recording fees and expenses all other matters, if any, to which this Lease is subject other than matters created by the Lessor hereunder or at the request of Tenant's counselor with the consent of Lessor, and by persons, other than the Lessee and those claiming by, through or under the Lessee, claiming by, through or under the Lessor. If Lessor is unable, with the exercise of due diligence, to convey such title to Lessee, in addition to any other remedies conferred by law, Lessee may elect either (a) to take the title as it then is, and deduct from the Purchase Price liens or encumbrances of an ascertainable amount, or (b) to terminate its obligation to purchase the property, in which event the Lessee may (notwithstanding tile fact that the Lessee may have elected to extend the term hereof, as provided in section 34) by notice in writing given to the Lessor within 3 months after the date of such failure, terminate this Lease as of the last day of any succeeding month, provided that not more than 6 full calendar months shall elapse between the date of such failure and the date of such termination or (c) to extend this Lease for any renewal term or terms as provided in section 34 upon written notice thereof given to Lessor within 2 months after the date of such failure or the earlier delivery by Lessor of written notice that it will so fail (notwithstanding the fact that such notice would not otherwise be timely under section 34). If such 2-month period extends beyond the end of any term of this Lease such term shall be paid deemed to be extended to the end of such period or the earlier election by TenantLessee so to extend this Lease.
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Purchase of Property. If Tenant purchases The Port Authority shall have the option from time to time exercisable by notice to the Lessee effective on the expiration or earlier termination of the letting of the Premises hereunder, or any part thereof, to purchase all, or such part as the Port Authority elects, of the Lessee's Personal Property from Landlord pursuant (including trade fixtures) including without limiting the generality of the foregoing any system for handling baggage, any counters, and any passenger loading bridges, as and to the extent any of the terms foregoing are personal property, which may at the time of this Leasethe giving of such notice have been installed or placed on the Premises. In the event the Port Authority exercises its option to make a purchase, Landlord shallthe Port Authority shall pay to the Lessee a sum equal to the reasonable value of such personal property (including trade fixtures) purchased. The Lessee hereby agrees that it shall use reasonable commercial efforts so that on the effective date of the purchase and sale none of the aforesaid items shall be subject to any lien, except as otherwise expressly providedsecurity interest or other encumbrance, upon receipt from Tenant and if after the Lessee having used such reasonable commercial efforts any such property remains subject to any lien, security interest or other encumbrance the reasonable value of such property shall be reduced to properly reflect such lien, security interest or other encumbrance provided that the indebtedness is assumed by the Port Authority with the consent of the applicable lien holder. The Lessee hereby agrees that on the effective date of the purchase and sale and upon request of the Port Authority the Lessee will execute a bill of sale or such other document of conveyance as the Port Authority may request to transfer title to the aforesaid items to the Port Authority (including a warranty of title to the Port Authority) and the Port Authority shall pay the purchase price. Further, together with full payment of any unpaid Rent due the Lessee shall from time to time execute such other documentation as the Port Authority may require and payable with respect to any period ending on or before prepare evidencing the date of such purchase, deliver to Tenant an ALTA Owner Policy of Title Insurance or such equivalent policy of title insurance as may be available in the State and which is reasonably acceptable to Tenant, together with such endorsements, reinsurance agreements and direct access agreement as Tenant may reasonably request, together with an appropriate special warranty deed or other conveyance conveying marketable fee simple title in and to the Property to Tenant in the condition set forth in Article XXVI, except that the Property shall be free and clear of all mortgages and encumbrances other than (a) those Tenant has agreed hereunder to pay or discharge, (b) those mortgages which Tenant has agreed in writing to accept and to take title subject to on the date the Property was originally conveyed to Landlord and which are not in default, (c) encumbrances required to be imposed on the Property under Section 8.3, and (d) any other encumbrances permitted to be imposed on the Property under the provisions of Article XXVII which are assumable at no cost or expense to Tenant or to which Tenant may take subject without cost or expense to Tenant. The difference between the applicable purchase price and the total amount option of the encumbrances assumed or taken subject toPort Authority, if a positive number, shall be paid in cash to Landlord or as Landlord may direct, in federal or other immediately available funds, unless otherwise mutually agreed by Landlord and Tenant; herein provided, that Landlord shall be obligated to pay to Tenant in cash any negative difference between purchase the applicable purchase price and the total amount of the encumbrances so assumed or taken subject to by Tenant. All reasonable expenses of conveying the Property to Tenantaforesaid personal property, including, including without limitation, security agreements and filings pursuant to the cost of the aforementioned title insurance and attorneys' fees incurred by Landlord in connection with such conveyance and release, and documentary transfer and similar taxes, recording fees and expenses of Tenant's counsel, shall be paid by TenantUniform Commercial Code.
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Purchase of Property. If Tenant purchases The Port Authority shall have the option from time to time exercisable by notice to the Lessee effective on the expiration or earlier termination of the letting of the Premises hereunder, or any part thereof, to purchase all, or such part as the Port Authority elects, of the Lessee’s Personal Property from Landlord pursuant (including trade fixtures but excluding ground vehicles) including without limiting the generality of the foregoing any system for handling baggage, any counters, and any passenger loading bridges, as and to the extent any of the terms foregoing are personal property, which may at the time of this Leasethe giving of such notice have been installed or placed on the Terminal. In the event the Port Authority exercises its option to make a purchase, Landlord shallthe Port Authority shall pay to the Lessee a sum equal to the reasonable value of the Lessee’s Personal Property (including trade fixtures) purchased. The Lessee hereby agrees that it shall use reasonable commercial efforts so that on the effective date of the purchase and sale none of the aforesaid items shall be subject to any lien, except security interest or other encumbrance, and if after the Lessee having used such reasonable commercial efforts any such property remains subject to any lien, security interest or other encumbrance the reasonable value of such property shall be reduced to properly reflect such lien, security interest or other encumbrance. Upon request of the Port Authority the Lessee will execute a ▇▇▇▇ of sale or such other document of conveyance as otherwise expressly the Port Authority may request to transfer title to the aforesaid items to the Port Authority (including a warranty of title to the Port Authority) and the Port Authority shall pay the purchase price. Further, the Lessee shall from time to time execute such other documentation as the Port Authority may require and prepare evidencing the option of the Port Authority, as herein provided, upon receipt from Tenant of to purchase the applicable purchase priceaforesaid personal property, together with full payment of any unpaid Rent due and payable with respect to any period ending on or before the date of such purchase, deliver to Tenant an ALTA Owner Policy of Title Insurance or such equivalent policy of title insurance as may be available in the State and which is reasonably acceptable to Tenant, together with such endorsements, reinsurance agreements and direct access agreement as Tenant may reasonably request, together with an appropriate special warranty deed or other conveyance conveying marketable fee simple title in and to the Property to Tenant in the condition set forth in Article XXVI, except that the Property shall be free and clear of all mortgages and encumbrances other than (a) those Tenant has agreed hereunder to pay or discharge, (b) those mortgages which Tenant has agreed in writing to accept and to take title subject to on the date the Property was originally conveyed to Landlord and which are not in default, (c) encumbrances required to be imposed on the Property under Section 8.3, and (d) any other encumbrances permitted to be imposed on the Property under the provisions of Article XXVII which are assumable at no cost or expense to Tenant or to which Tenant may take subject without cost or expense to Tenant. The difference between the applicable purchase price and the total amount of the encumbrances assumed or taken subject to, if a positive number, shall be paid in cash to Landlord or as Landlord may direct, in federal or other immediately available funds, unless otherwise mutually agreed by Landlord and Tenant; provided, that Landlord shall be obligated to pay to Tenant in cash any negative difference between the applicable purchase price and the total amount of the encumbrances so assumed or taken subject to by Tenant. All reasonable expenses of conveying the Property to Tenant, including, including without limitation, security agreements and filings pursuant to the cost of the aforementioned title insurance and attorneys' fees incurred by Landlord in connection with such conveyance and release, and documentary transfer and similar taxes, recording fees and expenses of Tenant's counsel, shall be paid by TenantUniform Commercial Code.
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