8.1. SR 03-21-2016 - Laserfiche WebLink

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EXHIBIT E Termination Value For purposes of Section 12.2(b) and Section 13.2(b), the "Termination Value" will mean the GREATER of the following: a. The sum of the following: (i) $ , which is the Purchase Price paid by Landlord to purchase and acquire the Land, Building and Premises from Tenant on the Commencement Date; (ii) all amounts paid by Landlord (if any) in connection with the construction of the Expansion Area pursuant to Section 26.2 of the Lease; and (iii) all unpaid Rent, costs, expenses, interest, late fees, legal fees and other amounts due from Tenant under the Lease as of the date of the applicable election by Tenant; OR b. The "Fair Market Value" of the Land, Building and Premises as of the date of Tenant's exercise of the relevant option under Sections 12.2(b) or 13.2(b), as applicable, which fair market value will be determined as follows: Each party will appoint an appraiser within fifteen (15) days after written request. If either party fails to appoint an appraiser within this fifteen (15) day period, the sole appointed appraiser will unilaterally establish the Fair Market Value by a written appraisal. If both parties appoint an appraiser within this fifteen (15) day period, each appraiser so appointed by a written appraisal will determine the Fair Market Value. If the separate Fair Market Values determined by each appraiser are equal, then the Fair Market Value will equal such amount. If the difference (Appraisal Difference) between the Fair Market Value determined by each such appraiser does not exceed ten percent (10%) of the higher of the two values, then the Fair Market Value will equal the average of such two values. If the Appraisal Difference exceeds ten percent (10%) of the higher of such two values, such two appraisers will together appoint a third appraiser, who will determine the Fair Market Value by a written appraisal. All appraisals required by this Section will be prepared and submitted to each party within thirty (30) days after the appraiser is engaged. The average of the two (2) Fair Market Values closest in value will govern. All appraisers appointed will be members of the American Institute of Real Estate Appraisers with MAI designations and will have not less than ten (10) years experience appraising industrial/ warehouse commercial properties in the Minneapolis/St. Paul metropolitan area. No person who has acted in any capacity for either party or their affiliates may be appointed as the third appraiser. The fees and other costs of each of the first two appraisers will be borne by the party appointing each such appraiser, with the fees and other costs of the third appraiser being shared equally by the parties. The Fair Market Value will be determined according to all relevant facts and circumstances, and is defined to mean the amount at which Premises would change hands between a willing seller and a willing buyer where neither is acting under compulsion and when both have a reasonable knowledge of the relevant facts, and assuming that the Premises on the effective date of the appraisal is in the condition existing immediately prior to the casualty or Exhibit E-1