19(B), SUCH SUM SHALL BE
PAID TO TENANT.
20.
Procedures Upon Purchase.
(A)
IF THE LEASED PREMISES IS PURCHASED BY TENANT PURSUANT TO ANY
PROVISION OF THIS LEASE, LANDLORD NEED NOT CONVEY ANY BETTER TITLE THERETO THAN
THAT WHICH WAS CONVEYED TO LANDLORD, AND TENANT SHALL ACCEPT SUCH TITLE,
SUBJECT, HOWEVER, TO THE PERMITTED ENCUMBRANCES AND TO ALL OTHER LIENS,
EXCEPTIONS AND RESTRICTIONS ON, AGAINST OR RELATING TO ANY OF THE LEASED
PREMISES AND TO ALL APPLICABLE LAWS, BUT FREE OF THE LIEN OF AND SECURITY
INTEREST CREATED BY ANY MORTGAGE OR ASSIGNMENT AND LIENS, EXCEPTIONS AND
RESTRICTIONS ON, AGAINST OR RELATING TO THE LEASED PREMISES WHICH HAVE BEEN
CREATED BY OR RESULTED SOLELY FROM ACTS OF LANDLORD AFTER THE DATE OF THIS
LEASE, UNLESS THE SAME ARE PERMITTED ENCUMBRANCES OR CUSTOMARY UTILITY EASEMENTS
BENEFITING THE LEASED PREMISES OR WERE CREATED WITH THE WRITTEN CONSENT OF
TENANT OR AS A RESULT OF A DEFAULT BY TENANT UNDER THIS LEASE.
(B)
UPON THE DATE FIXED FOR ANY SUCH PURCHASE OF THE LEASED PREMISES
PURSUANT TO ANY PROVISION OF THIS LEASE (ANY SUCH DATE THE "PURCHASE DATE"),
TENANT SHALL PAY TO LANDLORD, OR TO ANY PERSON TO WHOM LANDLORD DIRECTS PAYMENT,
THE RELEVANT AMOUNT THEREFOR SPECIFIED HEREIN, IN FEDERAL FUNDS, LESS, IF
APPLICABLE, ANY CREDIT OF THE NET AWARD RECEIVED AND RETAINED BY LANDLORD OR A
LENDER ALLOWED AGAINST THE RELEVANT AMOUNT, AND LANDLORD SHALL DELIVER TO TENANT
(I) AN ASSIGNMENT OF THE SEVERANCE LEASE WHICH DESCRIBES THE PREMISES BEING
CONVEYED AND CONVEYS THE TITLE THERETO AS PROVIDED IN PARAGRAPH 20(A), PLUS ALL
COSTS INCURRED BY LANDLORD IN CONNECTION WITH SUCH PURCHASE TRANSACTION,
(II) SUCH OTHER INSTRUMENTS AS SHALL BE NECESSARY TO TRANSFER TO TENANT OR ITS
DESIGNEE ANY OTHER PROPERTY (OR RIGHTS TO ANY NET AWARD NOT YET RECEIVED BY
LANDLORD OR A LENDER) THEN REQUIRED TO BE SOLD BY LANDLORD TO TENANT PURSUANT TO
THIS
37
LEASE AND (III) ANY NET AWARD RECEIVED BY LANDLORD, NOT CREDITED TO TENANT
AGAINST THE RELEVANT AMOUNT AND REQUIRED TO BE DELIVERED BY LANDLORD TO TENANT
PURSUANT TO THIS LEASE; PROVIDED, THAT IF ANY MONETARY OBLIGATIONS REMAIN
OUTSTANDING ON SUCH DATE, THEN LANDLORD MAY DEDUCT FROM THE NET AWARD THE AMOUNT
OF SUCH MONETARY OBLIGATIONS; AND FURTHER PROVIDED, THAT IF LANDLORD SHALL HAVE
RECEIVED A WRITTEN CLAIM OR DEMAND WITH RESPECT TO ANY EVENT THAT HAS OCCURRED
WHICH, IN LANDLORD'S REASONABLE JUDGMENT, IS REASONABLY LIKELY TO SUBJECT ANY
INDEMNITEE TO A LIABILITY FOR WHICH TENANT IS REQUIRED TO INDEMNIFY AGAINST
PURSUANT TO PARAGRAPH 15 AND WHICH IS NOT COVERED BY TENANT'S INSURANCE, THEN AN
AMOUNT SHALL BE DEDUCTED FROM THE NET AWARD WHICH, IN LANDLORD'S REASONABLE
JUDGMENT, IS SUFFICIENT TO SATISFY SUCH LIABILITY, WHICH AMOUNT SHALL BE
DEPOSITED IN AN ESCROW ACCOUNT WITH A FINANCIAL INSTITUTION REASONABLY
SATISFACTORY TO LANDLORD AND TENANT PENDING RESOLUTION OF SUCH MATTER.
IF ON
THE PURCHASE DATE ANY MONETARY OBLIGATIONS REMAIN OUTSTANDING AND NO NET AWARD
IS PAYABLE TO TENANT BY LANDLORD OR THE AMOUNT OF SUCH NET