Common use of Award Distribution Clause in Contracts

Award Distribution. In the event Lessor accepts Lessee's offer to purchase the Leased Property, or to substitute a new property for the Leased Property, as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In any other event, the entire Award shall belong to and be paid to Lessor, except that, if this Lease is terminated, and subject to the rights of the Facility Mortgagee, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Award. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost of the restoration.

Award Distribution. In the event Lessee purchases the Leased Property pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article 14, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article 14, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2(b) or 14.3(a), and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessee purchases the Leased ------------------ Property pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article 14, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article 14, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2(b) or 14.3(a), and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the Lessee's Personal Property, loss of Lessee's business, moving expenses and any sum attributable to any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessor accepts Lessee's offer to Lessee exercises the purchase the Leased Property, or to substitute a new property for the Leased Property, option as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee provided no event Default or Event of default is continuing Default then exists and so long as no such Default or Event of Default exists at the time of the closing of such purchase, and Lessor agrees to assign to Lessee all of its rights thereto. In any other event, the entire Award shall belong to and be paid to Lessor, except that, if this Lease is terminated, and subject to the rights of the Facility MortgageeLender, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Award. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility MortgageesLenders, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost of the restoration.

Award Distribution. In the event Lessee purchases the Leased Property pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article XIV, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article XIV, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminated, terminated in accordance with Section 14.2 and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessee purchases the Leased Property pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article XIV, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article XIV, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2(b) or 14.3(a), and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if and to the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property extent such Award expressly includes such items and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessor accepts Lessee's offer to purchase the Leased Property, or to substitute a new property for the Leased Property, as described in clause (b) of Section 15.4, the The entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In for any other eventTaking, the entire Award whether total or partial, shall belong to and be paid to LessorLandlord, except that, if this Lease is terminatedterminated hereinunder, and subject to the rights of the Facility Mortgagee, Lessee Tenant shall be entitled to receive from the Award, if and a portion of such proceeds equal to the extent such Award specifically includes such itemsunamortized costs of the capital additions which were paid directly by Tenant, based upon the following: (a) A sum attributable to Term of the Capital Additions for which Lessee would Lease as stated herein, and the remaining portion of the Lease, had the Lease not been terminated, and Tenant shall be entitled to reimbursement at the end any portion of the Term pursuant to the provisions of Awards as provided in Section 10.2(c) and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Award14.3. If Lessee is required or elects to restore the FacilityLeased Premises are restored, Lessor Landlord agrees that, subject to that the rights of the Facility Mortgagees, its necessary portion of the Award shall be used for such restoration restoration. In any proceeding for any Taking for all or any part of the Leased Premises, Tenant shall have the right at Tenant’s cost and it shall hold such expense, to prove damages and receive an Award for damages to or Condemnation of its movable trade fixtures and personal property and for any moving and relocation expenses, or make a separate claim with the Condemnor for the same. Landlord and Tenant agree to cooperate with the other in the event of any Taking of all or any portion of the Award in trustLeased Premises, for application so that each may receive the maximum Award, if any, to the cost of the restorationwhich they are respectively entitled under applicable law.

Award Distribution. In the event Lessee purchases the Leased Property ------------------ pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article 14, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article 14, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2(b) or 14.3(a), and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the Lessee's Personal Property, loss of Lessee's business, moving expenses and any sum attributable to any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessee purchases a Facility pursuant ------------------- to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, a Facility or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article 14, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article 14, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2(b) or 14.3(a), and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the Lessee's Personal Property, loss of Lessee's business, moving expenses and any sum attributable to any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Awardallocates a value thereto. If Lessee is required or elects to restore the a Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessor accepts Lessee's offer to purchase the Leased Property, or to substitute a new property for the Leased Property, as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In any other event, the entire Award shall belong to and be paid to Lessor, except that, if this Lease is terminated, and subject to the rights of the Facility Mortgagee, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in the Award. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost of the restoration.

Award Distribution. In the event Lessor Landlord accepts LesseeTenant's offer to purchase the Leased Property, or to substitute a new property for the Leased Property, as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee Tenant provided no event Event of default Default is continuing and Lessor Landlord agrees to assign to Lessee Tenant all of its rights thereto. In any other event, the entire Award shall belong to and be paid to LessorLandlord, except that, if this Lease is terminated, and subject to the rights of the Facility Mortgagee, Lessee Tenant shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee Tenant would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee Tenant under this Lease; and (b) A sum attributable to LesseeTenant's Personal Property and any reasonable removal and relocation costs included in the Award. If Lessee Tenant is required or elects to restore the Facility, Lessor Landlord agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost of the restoration.

Award Distribution. In the event Lessor accepts Lessee's offer Lessee exercises the purchase option with respect to purchase the portion of the Leased Property, or Property relating to substitute a new property for the Leased Property, Facility as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee provided so long as no event Event of default is continuing Default then exists, and Lessor agrees to assign to Lessee all of its rights theretoto the Award. In any other event, the entire Award shall belong to and be paid to Lessor; provided, except thathowever, that if this Lease is terminatedterminated pursuant to this Article XV with respect to such portion of the Leased Property, and subject to the rights of the any Facility MortgageeLender, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee under this Lease; and (b) A a sum attributable to Lessee's ’s Personal Property relating thereto and any reasonable removal and relocation costs included costs, provided in each case the AwardAward specifically includes such items. If Lessee is required or elects to restore such portion of the FacilityLeased Property, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of that the Award shall be used for such that restoration (subject to the rights of any Facility Lender), and it shall hold such portion of the Award in trust, trust for application to the cost of the restoration. Notwithstanding any provision of this Lease to the contrary, any Award retained by Lessor and not used for restoration shall be taken into account as an amount received by Lessor for purposes of calculating the applicable Option Price.

Award Distribution. In the event Lessee purchases the Leased Property pursuant to Section 14.3 or Lessor accepts Lessee's any offer by Lessee to purchase the Leased Property, Property or to substitute provide a new property for the Leased PropertySubstitute Property therefor pursuant to this Article 14, as described in clause (b) of Section 15.4, then the entire Award shall belong to Lessee provided no event of default is continuing and Lessor agrees to assign to Lessee all of its rights thereto. In Except as otherwise expressly provided in this Article 14, in any other event, event the entire Award shall belong to and be paid to Lessor, except that, ; provided that if this Lease is terminatedterminated in accordance with Section 14.2 or 14.3, and subject to the rights of the any Facility MortgageeMortgagees, Lessee shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A any sum attributable to the any Capital Additions for which Lessee would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) 9.2(b), but only if any to the extent such Award expressly includes such items and allocates a value thereto and in the valueevent of termination and Total Taking, if any, Lessee shall be entitled receive excess of the leasehold interest of Lessee under this Lease; and (b) A sum attributable to Lessee's Personal Property and any reasonable removal and relocation costs included in Award over the AwardMinimum Purchase Price. If Lessee is required or elects to restore the Facility, Lessor agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost costs of the restoration.

Award Distribution. In the event Lessor Landlord accepts LesseeTenant's offer to purchase the Leased Property, or to substitute a new property for Landlord's interest in the Leased Property, as described in clause (b) of Section 15.4, the entire Award shall belong to Lessee Tenant provided no event Event of default Default is continuing and Lessor Landlord agrees to assign to Lessee Tenant all of its rights thereto. In any other event, the entire Award shall belong to and be paid to LessorLandlord, except that, if this Lease is terminated, and subject to the rights of the Facility Mortgagee, Lessee Tenant shall be entitled to receive from the Award, if and to the extent such Award specifically includes such items, the following: (a) A sum attributable to the Capital Additions for which Lessee Tenant would be entitled to reimbursement at the end of the Term pursuant to the provisions of Section 10.2(c) and the value, if any, of the leasehold interest of Lessee Tenant under this Lease; and (b) A sum attributable to LesseeTenant's Personal Property and any reasonable removal and relocation costs included in the Award. If Lessee Tenant is required or elects to restore the Facility, Lessor Landlord agrees that, subject to the rights of the Facility Mortgagees, its portion of the Award shall be used for such restoration and it shall hold such portion of the Award in trust, for application to the cost of the restoration.