such documents and agreements as either
party shall reasonably require to evidence the same.
ARTICLE 3
RENT
3.1
RENT.
TENANT SHALL PAY, IN LAWFUL MONEY OF THE UNITED STATES OF AMERICA
WHICH SHALL BE LEGAL TENDER FOR THE PAYMENT OF PUBLIC AND PRIVATE DEBTS, WITHOUT
OFFSET, ABATEMENT, DEMAND OR DEDUCTION (UNLESS OTHERWISE EXPRESSLY PROVIDED IN
THIS AGREEMENT), MINIMUM RENT AND ADDITIONAL RENT TO LANDLORD AND ADDITIONAL
CHARGES TO THE PARTY TO WHOM SUCH ADDITIONAL CHARGES ARE PAYABLE, DURING THE
TERM.
ALL PAYMENTS TO LANDLORD SHALL BE MADE BY WIRE TRANSFER OF IMMEDIATELY
AVAILABLE FEDERAL FUNDS OR BY OTHER MEANS ACCEPTABLE TO LANDLORD IN ITS SOLE
DISCRETION.
RENT FOR ANY PARTIAL CALENDAR MONTH SHALL BE PRORATED ON A PER DIEM
BASIS.
3.1.1
MINIMUM RENT.
(A)
PAYMENTS.
MINIMUM RENT SHALL BE PAID IN EQUAL MONTHLY
INSTALLMENTS IN ARREARS ON THE FIRST BUSINESS DAY
19
OF EACH CALENDAR MONTH DURING THE TERM FOR THE PRECEDING CALENDAR MONTH.
(B)
ADJUSTMENTS OF MINIMUM RENT FOLLOWING DISBURSEMENTS UNDER SECTIONS
5.1.2(B), 10.2.3 AND 11.2.
EFFECTIVE ON THE DATE OF EACH DISBURSEMENT TO PAY
FOR THE COST OF ANY REPAIRS, MAINTENANCE, RENOVATIONS, IMPROVEMENTS OR
REPLACEMENTS PURSUANT TO SECTIONS 5.1.2(B), 10.2.3 OR 11.2, THE ANNUAL MINIMUM
RENT SHALL BE INCREASED BY A PER ANNUM AMOUNT EQUAL TO THE DISBURSEMENT RATE
TIMES THE AMOUNT SO DISBURSED.
3.1.2
ADDITIONAL RENT.
(A)
AMOUNT.
TENANT SHALL PAY ADDITIONAL RENT ("ADDITIONAL RENT") WITH
RESPECT TO EACH LEASE YEAR DURING THE TERM SUBSEQUENT TO THE BASE YEAR, WITH
RESPECT TO EACH PROPERTY, IN AN AMOUNT EQUAL TO THE SUM OF (X) THREE-TENTHS OF
ONE PERCENT (0.3%) OF EXCESS FUEL GROSS REVENUES AT SUCH PROPERTY AND (Y) THREE
PERCENT (3%) OF EXCESS NON-FUEL GROSS REVENUES AT SUCH PROPERTY; PROVIDED,
HOWEVER, THAT IN NO LEASE YEAR SHALL TENANT BE OBLIGATED TO PAY AN AGGREGATE
AMOUNT ON ACCOUNT OF EXCESS FUEL GROSS REVENUES AT THE LEASED PROPERTY IN EXCESS
OF THE FUEL SALES CAP.
(B)
QUARTERLY INSTALLMENTS.
INSTALLMENTS OF ADDITIONAL RENT FOR EACH
LEASE YEAR DURING THE TERM, OR PORTION THEREOF, SHALL BE CALCULATED AND PAID
QUARTERLY IN ARREARS, ON THE FIRST BUSINESS DAY OF THE SUBSEQUENT QUARTER,
TOGETHER WITH AN OFFICER'S CERTIFICATE SETTING FORTH THE CALCULATION OF
ADDITIONAL RENT DUE AND PAYABLE FOR SUCH QUARTER.
(C)
RECONCILIATION OF ADDITIONAL RENT.
IN ADDITION, WITHIN
SEVENTY-FIVE (75) DAYS AFTER THE END OF THE BASE YEAR AND EACH LEASE YEAR
THEREAFTER (OR ANY PORTION THEREOF OCCURRING DURING THE TERM), TENANT SHALL
DELIVER, OR CAUSE TO BE DELIVERED, TO LANDLORD (I) A FINANCIAL REPORT SETTING
FORTH THE GROSS FUEL REVENUES AND GROSS NON-FUEL REVENUES FOR EACH PROPERTY FOR
SUCH PRECEDING LEASE YEAR, OR PORTION THEREOF, TOGETHER WITH AN OFFICER'S
CERTIFICATE FROM TENANT'S CHIEF FINANCIAL OR ACCOUNTING OFFICER CERTIFYING THAT
SUCH REPORT IS TRUE AND CORRECT, (II) IF REQUESTED AND REASONABLY REQUIRED BY
LANDLORD, AN AUDIT OF GROSS FUEL REVENUES AND GROSS NON-FUEL REVENUES PREPARED
BY A FIRM OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS PROPOSED BY TENANT AND
APPROVED BY LANDLORD (WHICH APPROVAL SHALL NOT BE
20
UNREASONABLY WITHHELD, DELAYED OR