Common use of Return of Leased Facility Clause in Contracts

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 and at the location of the Leased Facility. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; provided that it shall be a condition of such termination that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, all inventory (including fuel inventory) and spare parts related to the operation and maintenance of the Leased Facility that are owned by Lessee for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, any Improvement, the cost of which was not funded by the Lessor, for an amount equal to the lesser of (A) the Fair Market Value of such Improvement (determined pursuant to Section 13.2(c)), and (B) the net book value of such Improvement using straight line depreciation. (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for the Leased Facility and all then-current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable Authorizations, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations that are in the name of Lessee and that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expenses, use commercially reasonable efforts to assign to Lessor all of Lessee’s rights and interest in any warranties, covenants and representations of any manufacturer or vendor of the Leased Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.4; (viii) Lessee shall execute and deliver, and/or cause to be executed and delivered, all appropriate releases and other documents or instruments (and in such form) as Lessor may reasonably request to effect the foregoing and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E.

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 thirty (30) days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 15.2 and at the location of the Leased FacilityFacility on Parcel 2. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a15.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, for the Leased Facility shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; , provided that it shall be a condition of such termination that Lessee shall have performed all of its obligations pursuant to this Section 15.1(b) and that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and sell to Lessor or its designee shall purchase from Lesseedesignee, as the case may be, all inventory (including any fuel inventory) and spare parts related to the operation and maintenance of the Leased Unit 2 Facility that are owned by or on behalf of Lessee (in its capacity as Lessee thereunder) pursuant to the Elm Road II Operation and Maintenance Agreement or the Common Facilities Operations and Maintenance Agreement for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, an ownership interest in any Improvement, Investment made by or on behalf of Lessee that Lessor did not finance pursuant to Section 10.1 (such ownership interest to equal Lessor’s Percentage of the cost of which was not funded by the Lessor, entire ownership interest in such Investment) for an amount equal to Lessor’s Percentage of the lesser of (Aa) the net book value of such Investment (i.e., the depreciated cost of such Investment, using straight line depreciation) and (b) the Fair Market Value of such Improvement (Investment as determined by the Independent Inspection Engineer pursuant to Section 13.2(c15.2(c)), and (B) the net book value of such Improvement using straight line depreciation.; (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for of the Leased Unit 2 Facility and all then-then current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Unit 2 Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable AuthorizationsGovernment Approvals, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations that are of Lessee’s right, title and interest, if any, in the name of Lessee and all Government Approvals that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expensesexpense, use commercially reasonable efforts to assign to Lessor Lessor, all of Lessee’s rights its right, title and interest interest, if any, in any warranties, covenants and representations of any manufacturer or vendor of the Leased Unit 2 Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.48.4; (viii) If requested by Lessor in writing, the Parties shall enter into good faith negotiations for a Replacement Operating Agreement; (ix) Lessor shall sell to Lessee, and Lessee, shall purchase from Lessor, a portion of Lessor’s New Common Facilities Ownership Interest equal to the aggregate amount of Lessor’s New Common Facilities Ownership Interest allocated to the Existing Units pursuant to Schedule 7.4; and (x) Lessee shall execute and deliver, and/or cause to be executed and delivereddelivered to Lessor, all appropriate releases and other documents or instruments (and in such form) form as Lessor may reasonably request to effect the foregoing (including the assignment of certain of Lessee’s right, title and interest in the Project Documents to which it is a party (but only such right, title and interest which it has in its capacity as Lessee under such Project Documents)) in accordance with Exhibit E and the Interconnection Agreement, together with any easements or rights-of-way associated therewith) and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E..

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 thirty (30) days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 15.2 and at the location of the Leased FacilityFacility on Parcel 2. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a15.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, for the Leased Facility shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; , provided that it shall be a condition of such termination that Lessee shall have performed all of its obligations pursuant to this Section 15.1(b) and that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and sell to Lessor or its designee shall purchase from Lesseedesignee, as the case may be, all inventory (including excluding any fuel inventory) and spare parts related to the operation and maintenance of the Leased Facility that are owned by Lessee for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lesseepurchase, any Improvement, the cost of which was Investment made by Lessee that Lessor did not funded by the Lessor, finance pursuant to Section 10.1 for an amount equal to the lesser of (Aa) the net book value of such Investment (i.e., the depreciated cost of such Investment, using straight line depreciation) and (b) the Fair Market Value of such Improvement (Investment as determined by the Independent Inspection Engineer pursuant to Section 13.2(c15.2(c)), and (B) the net book value of such Improvement using straight line depreciation.; (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for of the Leased Facility and all then-then current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable AuthorizationsGovernment Approvals, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations Government Approvals that are in the name of Lessee and that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expensesexpense, use commercially reasonable efforts to assign to Lessor Lessor, all of Lessee’s rights its right, title and interest interest, if any, in any warranties, covenants and representations of any manufacturer or vendor of the Leased Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.48.4; (viii) if ▇▇▇▇ ▇ is commercially operational and (A) is leased to Lessee pursuant to the Port Washington I Facility Lease, (B) is owned by Lessee, and/or (C) is operated by Lessee, then subject to Lessor's prior written request, the Parties shall enter into the Port Washington Operating Agreement; and (ix) Lessee shall execute and deliver, and/or cause to be executed and delivereddelivered to Lessor, all appropriate releases and other documents or instruments (and in such form) form as Lessor may reasonably request to effect the foregoing (including the assignment of all of Lessee's right, title and interest in the Interconnection Agreement and any Gas Lateral Agreement(s), together with any easements or rights-of-way associated therewith) and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s 's cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E..

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 thirty (30) days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 15.2 and at the location of the Leased FacilityFacility on Parcel 1. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a15.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, for the Leased Facility shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; , provided that it shall be a condition of such termination that Lessee shall have performed all of its obligations pursuant to this Section 15.1(b) and that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and sell to Lessor or its designee shall purchase from Lesseedesignee, as the case may be, all inventory (including any fuel inventory) and spare parts related to the operation and maintenance of the Leased Unit 1 Facility that are owned by or on behalf of Lessee (in its capacity as Lessee thereunder) pursuant to the Elm Road I Operation and Maintenance Agreement or the Common Facilities Operations and Maintenance Agreement for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, an ownership interest in any Improvement, Investment made by or on behalf of Lessee that Lessor did not finance pursuant to Section 10.1 (such ownership interest to equal Lessor’s Percentage of the cost of which was not funded by the Lessor, entire ownership interest in such Investment) for an amount equal to Lessor’s Percentage of the lesser of (Aa) the net book value of such Investment (i.e., the depreciated cost of such Investment, using straight line depreciation) and (b) the Fair Market Value of such Improvement (Investment as determined by the Independent Inspection Engineer pursuant to Section 13.2(c15.2(c)), and (B) the net book value of such Improvement using straight line depreciation.; (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for of the Leased Unit 1 Facility and all then-then current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Unit 1 Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable AuthorizationsGovernment Approvals, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations that are of Lessee’s right, title and interest, if any, in the name of Lessee and all Government Approvals that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expensesexpense, use commercially reasonable efforts to assign to Lessor Lessor, all of Lessee’s rights its right, title and interest interest, if any, in any warranties, covenants and representations of any manufacturer or vendor of the Leased Unit 1 Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.48.4; (viii) If requested by Lessor in writing, the Parties shall enter into good faith negotiations for a Replacement Operating Agreement; (ix) Lessor shall sell to Lessee, and Lessee, shall purchase from Lessor, a portion of Lessor’s New Common Facilities Ownership Interest equal to the aggregate amount of Lessor’s New Common Facilities Ownership Interest allocated to the Existing Units pursuant to Schedule 7.4; and (x) Lessee shall execute and deliver, and/or cause to be executed and delivereddelivered to Lessor, all appropriate releases and other documents or instruments (and in such form) form as Lessor may reasonably request to effect the foregoing (including the assignment of certain of Lessee’s right, title and interest in the Project Documents to which it is a party (but only such right, title and interest which it has in its capacity as Lessee under such Project Documents)) in accordance with Exhibit E and the Interconnection Agreement, together with any easements or rights-of-way associated therewith) and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E..

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 thirty (30) days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 15.2 and at the location of the Leased FacilityFacility on Parcel 1. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a15.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, for the Leased Facility shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; , provided that it shall be a condition of such termination that Lessee shall have performed all of its obligations pursuant to this Section 15.1(b) and that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and sell to Lessor or its designee shall purchase from Lesseedesignee, as the case may be, all inventory (including excluding any fuel inventory) and spare parts related to the operation and maintenance of the Leased Facility that are owned by Lessee for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lesseepurchase, any Improvement, the cost of which was Investment made by Lessee that Lessor did not funded by the Lessor, finance pursuant to Section 10.1 for an amount equal to the lesser of (Aa) the net book value of such Investment (i.e., the depreciated cost of such Investment, using straight line depreciation) and (b) the Fair Market Value of such Improvement (Investment as determined by the Independent Inspection Engineer pursuant to Section 13.2(c15.2(c)), and (B) the net book value of such Improvement using straight line depreciation.; (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for of the Leased Facility and all then-then current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable AuthorizationsGovernment Approvals, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations Government Approvals that are in the name of Lessee and that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expensesexpense, use commercially reasonable efforts to assign to Lessor Lessor, all of Lessee’s rights its right, title and interest interest, if any, in any warranties, covenants and representations of any manufacturer or vendor of the Leased Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.48.4; (viii) if ▇▇▇▇ ▇ is commercially operational and (A) is leased to Lessee pursuant to the Port Washington II Facility Lease, (B) is owned by Lessee, and/or (C) is operated by Lessee, then subject to Lessor's prior written request, the Parties shall enter into the Port Washington Operating Agreement; and (ix) Lessee shall execute and deliver, and/or cause to be executed and delivereddelivered to Lessor, all appropriate releases and other documents or instruments (and in such form) form as Lessor may reasonably request to effect the foregoing (including the assignment of all of Lessee's right, title and interest in the Interconnection Agreement and any Gas Lateral Agreement(s), together with any easements or rights-of-way associated therewith) and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s 's cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E..

Return of Leased Facility. (a) Unless the Leased Facility is being transferred to Lessee pursuant to the provisions of this Facility Lease, Lessee shall return the Leased Facility to Lessor or its designee (written notice of which Lessor shall provide to Lessee no less than 30 days before return of the Leased Facility) at the expiration of the Lease Term (or such earlier date as may be required by the provisions of this Facility Lease) by surrendering the Leased Facility into the possession of Lessor or such designee in the condition required by Section 13.2 and at the location of the Leased Facility. (b) Concurrently with the return of the Leased Facility to Lessor or its designee pursuant to Section 13.1(a): (i) all Basic Rent or Renewal Rent, as the case may be, shall cease to accrue; (ii) this Facility Lease shall terminate and Lessee shall cease to have any liability to Lessor with respect to the Leased Facility, except for obligations surviving pursuant to the express terms of this Facility Lease; provided that it shall be a condition of such termination that Lessee shall pay any and all amounts due which it is obligated to pay under this Facility Lease; (iii) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, all inventory (including excluding fuel inventory) and spare parts related to the operation and maintenance of the Leased Facility that are owned by Lessee for an amount equal to the greater of (A) the actual cost to Lessee of such inventory and spare parts, or (B) the Fair Market Value of such inventory and spare parts; (iv) Lessee shall sell, and Lessor or its designee shall purchase from Lessee, any Improvement, the cost of which was not funded by the Lessor, for an amount equal to the lesser of (A) the Fair Market Value of such Improvement (determined pursuant to Section 13.2(c)), and (B) the net book value of such Improvement using straight line depreciation. (v) Lessee shall provide to Lessor or its designee, as the case may be, an inventory list for the Leased Facility and all then-current plans, specifications and operating, maintenance and repair manuals and copies of operating and maintenance records relating to the Leased Facility that have been received or prepared by Lessee; (vi) to the extent permitted by applicable Law and the provisions of the applicable Authorizations, Lessee shall assign to Lessor or its designee, as the case may be, all Authorizations that are in the name of Lessee and that are required to be obtained in connection with the use, operation or maintenance of the Leased Facility; (vii) Lessee shall, at its own cost and expenses, use commercially reasonable efforts to assign to Lessor all of Lessee’s rights and interest in any warranties, covenants and representations of any manufacturer or vendor of the Leased Facility or any component thereof, including reassignment of any warranties, covenants and representations assigned by Lessor to Lessee pursuant to Section 6.4;; and (viii) Lessee shall execute and deliver, and/or cause to be executed and delivered, all appropriate releases and other documents or instruments (and in such form) as Lessor may reasonably request to effect the foregoing and otherwise to release the Leased Facility from the terms of this Facility Lease, all of which shall be prepared, filed and, if appropriate, recorded at the cost and expense of Lessee; (ix) To the extent appropriate, Lessee shall assign to Lessor, at Lessor’s cost and expense, all its right, title and interest in the Interconnection Agreement to the extent related to the Leased Facility, together with any easements or rights-of-way associated therewith; and (x) Lessee shall assign to Lessor, at Lessor’s cost and expense, Lessee’s right, title and interest, if any, in any Project Documents to which it is a party in accordance with Exhibit E..