this Lease at the time
the notice is given or immediately prior to the Lease Term Expiration Date, and
neither Tenant nor the holder of any Leasehold Mortgage has cured, or taken
steps to cure, such default within the time permitted under this Lease.
3.2.6
A termination of this Lease pursuant to
Article XIII hereof, or any other provision hereof, or pursuant to present or
future law, shall extinguish all extension periods theretofore elected and all
rights of election of extension periods not theretofore exercised.
3.3
REVERSION.
ON THE TERMINATION DATE, THE
PARTIES AGREE THAT THE FOLLOWING SHALL BE DEEMED TO HAVE OCCURRED WITHOUT THE
NECESSITY OF ANY FURTHER ACTION OTHER THAN AS EXPRESSLY PROVIDED BELOW:
3.3.1
THE PREMISES SHALL BECOME THE SOLE PROPERTY OF THE
THEN OWNER OF FEE SIMPLE TITLE TO THE LAND, FREE AND CLEAR OF ALL RIGHTS OF
TENANT AND ANY PERSON CLAIMING BY, THROUGH, OR UNDER TENANT, BUT SUBJECT ONLY TO
THE PERMITTED EXCEPTIONS;
3.3.2
ALL RIGHTS OF TENANT WITH RESPECT TO THE PREMISES
(INCLUDING, WITHOUT LIMITATION, ANY RIGHT OF POSSESSION) SHALL BE DEEMED TO HAVE
TERMINATED, AND LANDLORD SHALL BE ENTITLED TO POSSESSION OF THE PREMISES;
3.3.3
TENANT SHALL BE DEEMED TO HAVE ASSIGNED TO LANDLORD
AND LANDLORD SHALL BE DEEMED TO HAVE ASSUMED, EFFECTIVE AS OF THE TERMINATION
DATE ALL ASSIGNABLE LICENSES, PERMITS, WARRANTIES, AND GUARANTEES THEN IN EFFECT
AND WHICH ARE DESIRABLE WITH RESPECT TO THE OWNERSHIP OR OPERATION OF THE
PREMISES; AND
3.3.4
THE PARTIES SHALL APPORTION ALL TAXES, UTILITY
CHARGES, AND OTHER EXPENSES OF OPERATING THE PREMISES AS OF THE TERMINATION
DATE.
ARTICLE IV - RENT, TAXES AND UTILITIES
4.1
BASE RENT.
4.1.1
WITHIN A REASONABLE PERIOD AFTER THE RENTAL
COMMENCEMENT DATE AND AT ANY TIME THEREAFTER UPON THE REQUEST OF EITHER PARTY,
AND WITHOUT EITHER PARTY RECEIVING CONSIDERATION THEREFOR, THE PARTIES SHALL
EXECUTE, ACKNOWLEDGE AND DELIVER DUPLICATE ORIGINAL RECORDABLE COUNTERPARTS OF A
RENTAL COMMENCEMENT DATE DECLARATION, SPECIFYING THE RENTAL COMMENCEMENT DATE.
4.1.2
AS USED IN THIS LEASE, "BASE RENT" MEANS:
(A)
DURING ALL SUCH TIMES AS THE TENANT
HEREUNDER IS BIOFUELS COMPANY OF AMERICA, LLC, THE SUM OF ONE DOLLAR ($1.00) PER
ANNUM, PAYABLE ON THE RENT COMMENCEMENT DATE AND ON EACH ANNIVERSARY OF THE RENT
COMMENCEMENT DATE DURING EACH YEAR OF THE LEASE TERM;
8
(B)
IN THE EVENT THAT LEASEHOLD LENDER DELIVERS
WRITTEN NOTICE TO LANDLORD THAT LEASEHOLD LENDER HAS NOTIFIED TENANT THAT TENANT
HAS DEFAULTED IN ITS OBLIGATIONS UNDER THE LEASEHOLD MORTGAGE, THE SUM OF ONE
DOLLAR ($1.00) PER ANNUM DURING THE ONE (1) YEAR PERIOD FOLLOWING THE DELIVERY
OF SUCH NOTICE, PAYABLE ON EACH ANNIVERSARY OF THE RENT COMMENCEMENT DATE DURING
EACH YEAR OF THE LEASE TERM;
(C)
EXCEPT AS SET FORTH IN
SECTION 4.1.2(B) HEREOF, DURING ALL SUCH TIMES AS THE TENANT HEREUNDER IS
LEASEHOLD LENDER OR AN ENTITY CONTROLLED BY LEASEHOLD LENDER AND THE PLANT IS
NOT BEING OPERATED, THE SUM OF SIX THOUSAND DOLLARS ($6,000.00) PER ANNUM,
PAYABLE IN EQUAL MONTHLY INSTALLMENTS IN ADVANCE AND WITHOUT DEMAND ON THE FIRST
DAY