Casualty or Taking. 9.1 TENANT to Repair or Rebuild in the Event of Casualty 10 9.2 Right to Terminate in Event of Casualty 10 9.3 Eminent Domain 10 Page ARTICLE X - Defaults
10.1 Events of Default 11 10.2 Remedies 12 10.3 Remedies Cumulative 12 10.4 LANDLORD'S and TENANT'S Right to Cure Defaults 12 10.5 Effect of Waivers of Default 12 ARTICLE XI - Miscellaneous Provisions
11.1 Assignment, Subletting, etc. 13 11.2 Notice from One Party to Other 13 11.3 Quiet Employment 13 11.4 Recording 13 11.5 Acts of God 13 11.6 Waiver of Subrogation 14 11.7 Rights of Mortgagee and Subordination 14 11.7.1 14 11.7.2 No Accord and Satisfaction 14 11.8 Applicable Law and Construction 15 ARTICLE XII - Permits and Approvals 12.1 Tenant Obligations 15 12.2 Approvals 15 12.3 Easements 15 ARTICLE XIII - Net, Net, Net Lease
13.1 Net, Net, Net Lease 15
Casualty or Taking. In the event of casualty or loss or a Taking at any of the Individual Properties, Borrowers shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss insurance, or in connection with a Taking, (b) to appear in and prosecute any action arising from any insurance policies or Taking, (c) to collect and receive insurance proceeds and Condemnation Proceeds, and (d) to deduct therefrom Lender’s expenses incurred in the collection of such proceeds; provided however, that nothing contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s option, (i) to hold the balance of such proceeds to be used to pay for the cost of Restoration of the applicable Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event of a casualty or Taking with respect to an Individual Property where the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact on the remainder of such Individual Property, Borrowers may settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing and (b) such adjustment and the Restoration are carried out in a commercially reasonable and timely manner, and further provided that Lender’s reasonable consent shall be required for the adjustment or settlement by any Borrower of any claim the settlement or adjustment of which may reason...
Casualty or Taking. 30 7.1 Termination....................................................................30 7.2 Restoration....................................................................31 7.3 Award..........................................................................31 7.4
Casualty or Taking. TENANT to Repair or Rebuild in the Event of Casualty ............................................10 9.2 Right to Terminate in Event of Casualty .........................................................10 9.3
Casualty or Taking. 9.1 TENANT to Repair or Rebuild in the Event of Casualty - In case the Premises or any part thereof shall be damaged or destroyed by fire other casualty, taken (which term or reference to eminent domain action generally, for the purposes of this Article shall include a sale in lieu of the exercise of the right of eminent domain) or ordered to be demolished by the action of any public authority in consequence of a fire or other casualty, this Lease shall, unless it is terminated as provided below in Section 9.2 or 9.3, remain in full force and effect and TENANT shall, at its expense, proceed with all reasonable dispatch, to repair or rebuild the premises and the improvements, or what may remain thereof, so as to restore them as nearly as practicable to the condition they were in immediately prior to such damage or destruction.
Casualty or Taking. If Buyer does not terminate the Agreement within ten days of notice of such Casualty or Taking, Seller shall have the right to terminate the Agreement or rebuild, repair or replace such lost or damaged portion of the Assets by giving Buyer written notice of such election. The Closing will be delayed until such loss or damage has been cured to the reasonable satisfaction of Buyer. If the Seller is unable to cure such loss or damage within three (3) months after the date of such loss or damage, Buyer may terminate this Agreement. If Buyer so terminates this Agreement, both Parties shall be relieved of all liabilities and obligations hereunder. For the purposes of this subsection only, a Casualty shall be deemed "material" if the estimated cost of repairing the damage caused thereby (without taking into account any insurance proceeds or third party contributions in respect of such repair) shall exceed $100 million, and a Taking shall be deemed a taking of a "material" portion of the Assets if more than 10% of the area of the Refinery Land on which the process units are located is so taken; and in any event, a Casualty or Taking shall be deemed "material" if the Operations would be significantly curtailed for a period exceeding three (3) months as a result of the rebuilding, repair or replacement thereof.
Casualty or Taking. 26 7.1 TERMINATION....................................................................................26 7.2 RESTORATION....................................................................................27 7.3 AWARD..........................................................................................27 ARTICLE VIII - DEFAULTS..........................................................................................28 8.1
Casualty or Taking. 24 7.1 Termination..................................................................24 7.2 Restoration..................................................................25 7.3 Award........................................................................25 7.4 Termination Waiver...........................................................25 ARTICLE 8 DEFAULTS.....................................................................25 8.1 Default of Tenant............................................................25 8.2 Remedies.....................................................................27
Casualty or Taking. 13 7.1 Termination ............................................. 13 7.2 Restoration ............................................. 13 ARTICLE VIII
Casualty or Taking. 10.1 In the event that the Premises, or more than 25% thereof, shall be taken by any public authority or for any public use, or shall be destroyed or damaged by fire or casualty, or by the action of any public authority, and the same cannot, in Millipore’s reasonable judgment, be restored within 180 days from such taking or casualty, or if in Entegris’ reasonable judgment, such circumstance would prevent it from continuing the conduct of its manufacturing operations at the Premises substantially in the manner contemplated under this Agreement, then this Agreement may be terminated at the election of either Millipore or Entegris. Such election shall be made by either party, by the giving of notice to the other party within thirty (30) days following such taking or casualty.
10.2 If neither Millipore nor Entegris exercises said election, this Agreement shall continue in force and a just proportion of the Rent reserved, as mutually agreed between the parties, according to the nature and extent of the damages sustained by the Premises, shall be suspended or abated until the Premises, or what may remain thereof, shall be put by Millipore in proper condition for use and otherwise restored to its former condition or the substantial equivalent, which Millipore covenants to do with reasonable diligence to the extent permitted by the net proceeds of insurance recovered or damages awarded for such taking, destruction or damage and subject to zoning and building laws or ordinances then in existence. “Net proceeds of insurance recovered or damages awarded” refers to the gross amount of such insurance or damages less the reasonable expenses of Millipore in connection with the collection of the same, including without limitation, fees and expenses for legal and appraisal services. If the Premises are not so restored to its former condition or the substantial equivalent within one-hundred eighty (180) days from such taking or casualty described at Section 10.1 above, this Agreement may be terminated by Entegris upon thirty (30) days prior written notice to Millipore but only if such restoration is not completed prior to the expiration of the 30 day notice period.
