Common use of Duty to Remove Clause in Contracts

Duty to Remove. No earlier than eleven (11) years, and no later than ten (10) years prior to the expiration of the Term, Xxxxxx shall deliver to County a report prepared by a construction and demolition expert reasonably approved by County that details and estimates the cost and required time period for the removal of all Improvements on the Premises at the expiration of the Term (the “Demolition and Removal Report”). In accordance with the terms of this Section 2.3, County may elect to require Lessee at the end of the Term or any earlier termination of this Lease to remove, at the sole cost and expense of Lessee, all or any portion of the Improvements located on, in or under the Premises, whether placed or maintained thereon by Lessee or others, including, but not limited to, concrete foundations, pilings, structures and buildings; provided, however, such portion (“Portion Subject to Demolition”) of the Improvements designated by County for demolition must be reasonably subject to being demolished separately from other portions of the then-existing Improvements which County has designated to remain. Lessee shall complete the required demolition and removal and shall restore and surrender to County possession of the Premises in good and usable condition, consisting of a level, graded site with no excavations, hollows, hills or humps. In the case of the termination of the Lease at the scheduled expiration date of the Term, any election by County to require Lessee to demolish and remove the Improvements or a Portion Subject to Demolition must be made by County in writing to Lessee (“County Removal Notice”) not later than five (5) years prior to the then- scheduled expiration date of the Term. If County elects to require Lessee to demolish and remove all of the Improvements or a Portion Subject to Demolition, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the expiration of the Term of the Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, Lessee shall have the right, by written notice to County not later than thirty (30) days prior to the scheduled expiration date of the Term, to extend the date by which Lessee must complete the Improvement removal and Premises surrender obligations under this Subsection 2.3.2 and/or the Lessee’s removal obligations under Subsection 2.3.4 below to a date not more than one hundred twenty (120) days after the expiration of the Term (the “Post Term Removal Period”); provided, however, that all of the Lessee’s obligations and liabilities under the Lease (other than the obligation to affirmatively operate the Premises) shall be applicable during the Post Term Removal Period, including without limitation, the Lessee’s obligations with respect to insurance and indemnification, and Xxxxxx’s obligation to pay County compensation for the Post Term Removal Period in an amount equal to the Monthly Minimum Rent rate in effect immediately prior to the expiration of the Term. In the case of a termination of the Lease prior to the scheduled expiration date of the Term, any election by County to require Lessee to remove the Improvements or a Portion Subject to Demolition must be made by County in a County Removal Notice sent to Lessee not later than sixty (60) days after the effective date of such termination, and if County elects to require Lessee to demolish and remove all or a portion of the Improvements on a termination of the Lease prior to the scheduled expiration of the Term, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the date that is the longer of the following periods after receipt by Lessee of the County Removal Notice (and County’s notice of termination of the Lease): (a) ninety (90) days, or (b) if Lessee has submitted a Demolition and Removal Report to County, that period equal to the estimated demolition and removal period set forth in the Demolition and Removal Report. Upon receipt of a County Removal Notice, Lessee shall within ninety (90) days after receipt of the County Removal Notice, provide County with a written plan which sets forth Lessee’s proposed method of securing the discharge of Xxxxxx’s removal and restoration obligations pursuant to this subsection. Such security plan shall detail (i) the form of security proposed by Xxxxxx, which security shall be either a deposit of funds, or a letter of credit, bond or other form of security in form and amount, and from an issuer, reasonably satisfactory to Director (which security shall, if applicable, bear interest which is added to the Demolition Security) (“Demolition Security”), and (ii) a schedule reasonably satisfactory to Director for the delivery by Lessee of the security described in clause (i) above, which schedule may provide for a periodic funding of the Demolition Security on a schedule reasonably satisfactory to Director, provided that such schedule shall in all events provide for a funding of any remaining unfunded security not later than three (3) years prior to the expiration of the Term. Lessee may substitute equivalent types of Demolition Security reasonably approved by Director. The amount of any Demolition Security shall be equal to the estimated costs to remove the Improvements as set forth in the Demolition and Removal Report (the “Estimated Costs”), adjusted to reflect the percentage change in the ENR Index from the date on which the Estimated Cost was determined until the date on which Lessee delivers the Demolition Security. Thereafter, Lessee shall increase the amount of the Demolition Security on an annual basis (on or before each successive anniversary of the required date for Xxxxxx’s original delivery to County of the Demolition Security) by the same percentage as the percentage increase (if any) in the ENR Index over the preceding year. Any uncured failure by Xxxxxx to deliver the Demolition Security described in this Subsection 2.3.2 (after written notice and the expiration of the cure period set forth in Subsection 13.1.1) shall constitute an Event of Default. County shall have the right to revoke County’s election to require the removal of all Improvements or a Portion Subject to Demolition at the end of the scheduled expiration of the Term of the Lease by written notice to Lessee of such revocation at any time not later than six (6) months prior to the scheduled expiration date of the Lease; provided, however, that any written election or notice by County under this Section 2.3 that County will not require demolition and/or removal of the Improvements or a Portion Subject to Demolition shall be irrevocable. If County revokes a prior County Removal Notice, then any Demolition Security previously delivered by Lessee to County pursuant to this paragraph may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Upon completion of all of Lessee’s obligations under this Section 2.3, the remaining balance of any Demolition Security (not used by County pursuant to Subsection 2.3.3 or 2.3.4 below) may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Subject to and in accordance with the provisions of Section 5.13, available funds in the Capital Improvement Fund may, under the circumstances and upon satisfaction of the requirements set forth in Section 5.13, be used towards satisfaction of the Demolition Security requirements of this Section 2.3.2. If County fails to elect to require Lessee to remove all of the Improvements on the Premises in accordance with the terms of this Section 2.3 (or revokes such election as provided above), then upon the expiration of the Term, or earlier termination of the Lease, Lessee shall (subject to Lessee’ rights under Subsections 2.3.1 and 2.3.4) surrender possession to County of the Premises and those Improvements not required to be removed by Lessee, in the condition in which such Improvements are required to be repaired and maintained under this Lease. Each and every Sublease shall provide that such Sublease is subordinate to this Lease, that such Sublease shall terminate not later than the scheduled or earlier termination of this Lease, and that the Sublessee (and any and all other occupants of the subleased premises) shall vacate and surrender possession of the subleased premises upon the termination of this Lease. Except as County otherwise notifies Lessee in writing, Lessee shall be responsible at Lessee’s sole cost and expense, for the eviction and removal from the Premises and Improvements of all Sublessees at the expiration or earlier termination of this Lease, including without limitation, the delivery to all Sublessees of all notices required under Applicable Law for the timely vacation of the Premises and Improvements by such Sublessees on or prior to the termination of this Lease (or in the case of a termination of the Lease prior to the scheduled expiration of the Term pursuant to a termination notice that is delivered after the date required under Applicable Law for the delivery of required notices for the timely vacation of the Premises and Improvements by the Sublessees, then as soon as possible thereafter). County shall have the right, but not the obligation, to send any such notices to the Sublessees at Xxxxxx’s cost and expense. If notwithstanding Lessee’s compliance with the foregoing requirements Lessee is not permitted by Applicable Law to evict (or otherwise re-acquire possession of the Improvements from) a Sublessee to permit the demolition of the Improvements within the time period required under this Subsection 2.3.2, then the Post Term Removal Period shall be extended for such period as necessary to permit the completion of the eviction of (or other re-acquisition of possession of the Improvements from) the Sublessees for the demolition of the Improvements as required under this Section 2.3.

Duty to Remove. No earlier than eleven (11) yearsThe County may give written notice at any time, and no later than ten five (105) years prior to the expiration of the TermTerm or concurrently upon any earlier termination, Xxxxxx shall deliver to County a report prepared by a construction and demolition expert reasonably approved by County that details and estimates the cost and required time period for the removal of all Improvements on the Premises at the expiration of the Term (the “Demolition and Removal Report”). In accordance with the terms of this Section 2.3, County may elect County's election to require Lessee at the end of the Term or any earlier termination of this Lease Concessionaire to remove, at the sole cost and expense of LesseeConcessionaire, not later than ninety (90) days after the expiration of the Term or earlier termination of this Agreement, all or any portion substantially all (but in no event less than all or substantially all) of the Improvements located onstructures, in buildings and improvements of any kind whatsoever placed or under maintained on the Premises, whether placed thereon or maintained thereon by Lessee Concessionaire or others, including, but not limited to, concrete foundations, pilings, structures and buildings; providedand if such structures are removed by Concessionaire, howeverthen Concessionaire shall, such portion (“Portion Subject to Demolition”) upon the expiration or termination of this Agreement, immediately restore, and quit, and peacefully surrender possession of, the Improvements designated by County for demolition must be reasonably subject to being demolished separately from other portions of the then-existing Improvements which County has designated to remain. Lessee shall complete the required demolition and removal and shall restore and surrender Premises to County possession of the Premises in good and usable condition, consisting excepting ordinary wear and tear. If Concessionaire has received written notice of a level, graded site with no excavations, hollows, hills or humps. In the case of the termination of the Lease at the scheduled expiration date of the Term, any County's election by County to require Lessee Concessionaire to demolish and remove the Improvements or a Portion Subject to Demolition must be made by County in writing to Lessee (“County Removal Notice”) not improvements hereunder, Concessionaire shall, no later than five (5) years prior to the then- scheduled expiration date of the Term. If County elects to require Lessee to demolish and remove all of the Improvements or a Portion Subject to DemolitionDecember 31, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the expiration of the Term of the Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, Lessee shall have the right, by written notice to County not later than thirty (30) days prior to the scheduled expiration date of the Term, to extend the date by which Lessee must complete the Improvement removal and Premises surrender obligations under this Subsection 2.3.2 and/or the Lessee’s removal obligations under Subsection 2.3.4 below to a date not more than one hundred twenty (120) days after the expiration of the Term (the “Post Term Removal Period”); provided, however, that all of the Lessee’s obligations and liabilities under the Lease (other than the obligation to affirmatively operate the Premises) shall be applicable during the Post Term Removal Period, including without limitation, the Lessee’s obligations with respect to insurance and indemnification, and Xxxxxx’s obligation to pay County compensation for the Post Term Removal Period in an amount equal to the Monthly Minimum Rent rate in effect immediately prior to the expiration of the Term. In the case of a termination of the Lease prior to the scheduled expiration date of the Term, any election by County to require Lessee to remove the Improvements or a Portion Subject to Demolition must be made by County in a County Removal Notice sent to Lessee not later than sixty (60) days after the effective date of such termination, and if County elects to require Lessee to demolish and remove all or a portion of the Improvements on a termination of the Lease prior to the scheduled expiration of the Term, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the date that is the longer of the following periods after receipt by Lessee of the County Removal Notice (and County’s notice of termination of the Lease): (a) ninety (90) days, or (b) if Lessee has submitted a Demolition and Removal Report to County, that period equal to the estimated demolition and removal period set forth in the Demolition and Removal Report. Upon receipt of a County Removal Notice, Lessee shall within ninety (90) days after receipt of the County Removal Notice2012, provide County with a written plan which sets forth Lessee’s proposed method letter of securing credit, bond or other security, in form and amount satisfactory to County, to secure the discharge of Xxxxxx’s Concessionaire's removal and restoration obligations pursuant to this subsection. Such security plan shall detail The ninety (i90) the form of security proposed by Xxxxxx, which security shall be either a deposit of funds, or a letter of credit, bond or other form of security in form and amount, and from an issuer, reasonably satisfactory to Director (which security shall, if applicable, bear interest which is added to the Demolition Security) (“Demolition Security”), and (ii) a schedule reasonably satisfactory to Director for the delivery by Lessee of the security described in clause (i) above, which schedule may provide for a periodic funding of the Demolition Security on a schedule reasonably satisfactory to Director, provided that such schedule shall in all events provide for a funding of any remaining unfunded security not later than three (3) years prior to the expiration of the Term. Lessee may substitute equivalent types of Demolition Security reasonably approved by Director. The amount of any Demolition Security shall be equal to the estimated costs to remove the Improvements as set forth in the Demolition and Removal Report (the “Estimated Costs”), adjusted to reflect the percentage change in the ENR Index from the date on which the Estimated Cost was determined until the date on which Lessee delivers the Demolition Security. Thereafter, Lessee shall increase the amount of the Demolition Security on an annual basis (on or before each successive anniversary of the required date for Xxxxxx’s original delivery to County of the Demolition Security) by the same percentage as the percentage increase (if any) in the ENR Index over the preceding year. Any uncured failure by Xxxxxx to deliver the Demolition Security described day removal period in this Subsection 2.3.2 (after written notice and the expiration of the cure period set forth in Subsection 13.1.1) shall constitute an Event of Default. County shall have the right to revoke County’s election to require the removal of all Improvements or a Portion Subject to Demolition at the end of the scheduled expiration of the Term of the Lease by written notice to Lessee of such revocation at any time not later than six (6) months prior to the scheduled expiration date of the Lease; provided, however, that any written election or notice subsection may be extended by County under this Section 2.3 that County will not require demolition and/or removal of the Improvements or a Portion Subject to Demolition shall be irrevocable. If County revokes a prior County Removal Notice, then any Demolition Security previously delivered by Lessee to County pursuant to this paragraph may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Upon completion of all of Lessee’s obligations under this Section 2.3, the remaining balance of any Demolition Security (not used by County pursuant to Subsection 2.3.3 or 2.3.4 below) may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Subject to and in accordance with the provisions of Section 5.13, available funds in the Capital Improvement Fund may, such longer time as is necessary under the circumstances and upon satisfaction of the requirements set forth in Section 5.13, be used towards satisfaction of the Demolition Security requirements of this Section 2.3.2. If County fails to elect to require Lessee to remove all of the Improvements on the Premises in accordance with the terms of this Section 2.3 (or revokes such election as provided above), then upon the expiration of the Term, or earlier termination of the Lease, Lessee shall (subject to Lessee’ rights under Subsections 2.3.1 and 2.3.4) surrender possession if Concessionaire demonstrates to County of the Premises and those Improvements not required to be removed by Lessee, in the condition in which such Improvements are required to be repaired and maintained under this Lease. Each and every Sublease shall provide that such Sublease is subordinate to this Lease, that such Sublease shall terminate not later than the scheduled or earlier termination of this Lease, and that the Sublessee (and any and all other occupants of the subleased premises) shall vacate and surrender possession of the subleased premises upon the termination of this Lease. Except as County otherwise notifies Lessee in writing, Lessee shall be responsible at Lessee’s sole cost and expense, for the eviction and removal from the Premises and Improvements of all Sublessees at the expiration or earlier termination of this Lease, including without limitation, the delivery to all Sublessees of all notices required under Applicable Law for the timely vacation of the Premises and Improvements by such Sublessees on or prior to the termination of this Lease (or in the case of a termination of the Lease prior to the scheduled expiration of the Term pursuant to a termination notice that is delivered after the date required under Applicable Law for the delivery of required notices for the timely vacation of the Premises and Improvements by the Sublessees, then as soon as possible thereafter). County shall have the right, but not the obligation, to send any such notices to the Sublessees at Xxxxxx’s cost and expense. If notwithstanding Lessee’s compliance with the foregoing requirements Lessee is not permitted by Applicable Law to evict (or otherwise re-acquire possession of the Improvements from) a Sublessee to permit the demolition of the Improvements within the time period required under this Subsection 2.3.2, then the Post Term Removal Period shall be extended for such period as necessary to permit the completion of the eviction of (or other re-acquisition of possession of the Improvements from) the Sublessees for the demolition of the Improvements as required under this Section 2.3need.

Duty to Remove. No earlier than eleven (11) years, and no later than ten six (106) years prior to the expiration of the Term, Xxxxxx Lessee shall deliver to County a report prepared by a construction and demolition expert reasonably approved by County that details and estimates the cost and required time period for the removal of all Improvements on the Premises at the expiration of the Term (the “Demolition and Removal Report”). In accordance with the terms of this Section 2.3, County may elect to require Lessee at the end of the Term or any earlier termination of this Lease to remove, at the sole cost and expense of Lessee, all or any portion of the Improvements located on, in or under the Premises, whether placed or maintained thereon by Lessee or others, including, but not limited to, concrete foundations, pilings, structures and buildings; provided, however, such portion (“Portion Subject to Demolition”) of the Improvements designated by County for demolition must be reasonably subject able to being be demolished separately from other portions of the then-existing Improvements which County has designated to remain. Lessee shall complete the required demolition and removal and shall restore and surrender to County possession of the Premises in good the following condition: (a) as to any portion of the Premises on which the Improvements are required to be demolished, such portion of the Premises shall be surrendered to County in good, usable and usable buildable condition, consisting of a level, graded site buildable pad with no excavations, hollows, hills or humps; and (b) as to any portion of the Premises on which the Improvements are not required to be demolished, the Premises and such Improvements shall be surrendered to County in the condition in which the Premises and Improvements are required to be maintained and repaired under this Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, any election by County shall notify Lessee in writing as to whether at the time of such notice County intends to require Lessee to demolish and remove the Improvements or a Portion Subject to Demolition must be made by County in writing to Lessee (“County Preliminary Removal Notice”) not by the later than of (a) one (1) year following delivery by Lessee to County of the Demolition and Removal Report, or (b) five (5) years prior to the then- then-scheduled expiration date of the Term. Such notice shall not be an irrevocable election by County to require such demolition and removal, but County shall not have the right to subsequently require Lessee to demolish and remove the Improvements or a Portion Subject to Demolition unless County so notifies Lessee in the County Preliminary Removal Notice. No later than one (1) year prior to the then-scheduled expiration date of the Term, County shall notify Lessee in writing of County’s irrevocable election as to whether County requires Lessee to remove the Improvements or a Portion Subject to Demolition at the expiration of the Term (“County Removal Notice”). If County elects to require Lessee to demolish and remove all of the Improvements or a Portion Subject to Demolition, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the expiration of the Term of the Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, Lessee shall have the right, by written notice to County not later than thirty (30) days prior to the scheduled expiration date of the Term, to extend the date by which Lessee must complete the Improvement removal and Premises surrender obligations under this Subsection 2.3.2 and/or the Lessee’s removal obligations under Subsection 2.3.4 below to a date not more than one hundred twenty (120) days after the expiration of the Term (the “Post Term Removal Period”); provided, however, that all of the Lessee’s obligations and liabilities under the Lease (other than the obligation to affirmatively operate the Premises) shall be applicable during the Post Term Removal Period, including without limitation, the Lessee’s obligations with respect to insurance and indemnification, and Xxxxxx’s obligation to pay County compensation for the Post Term Removal Period in an amount equal to the Monthly Minimum Rent rate in effect immediately prior to the expiration of the Term. In the case of a termination of the Lease prior to the scheduled expiration date of the Term, any election by County to require Lessee to remove the Improvements or a Portion Subject to Demolition must be made by County in a County Removal Notice sent to Lessee not later than sixty (60) days after the effective date of such termination, and if County elects to require Lessee to demolish and remove all or a portion of the Improvements on a termination of the Lease prior to the scheduled expiration of the Term, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the date that is the longer of the following periods after receipt by Lessee of the County Removal Notice (and County’s notice of termination of the Lease): (a) ninety (90) days, or (b) if Lessee has submitted a Demolition and Removal Report to County, that period equal to the estimated demolition and removal period set forth in the Demolition and Removal Report. Upon receipt of a County Removal Notice, Lessee shall within ninety (90) days after receipt of the County Removal Notice, provide County with a written plan which sets forth Lessee’s proposed method of securing the discharge of Xxxxxx’s removal and restoration obligations pursuant to this subsection. Such security plan shall detail (i) the form of security proposed by Xxxxxx, which security shall be either a deposit of funds, or a letter of credit, bond or other form of security in form and amount, and from an issuer, reasonably satisfactory to Director (which security shall, if applicable, bear interest which is added to the Demolition Security) (“Demolition Security”), and (ii) a schedule reasonably satisfactory to Director for the delivery by Lessee of the security described in clause (i) above, which schedule may provide for a periodic funding of the Demolition Security on a schedule reasonably satisfactory to Director, provided that such schedule shall in all events provide for a funding of any remaining unfunded security not later than three (3) years prior to the expiration of the Term. Lessee may substitute equivalent types of Demolition Security reasonably approved by Director. The amount of any Demolition Security shall be equal to the estimated costs to remove the Improvements as set forth in the Demolition and Removal Report (the “Estimated Costs”), adjusted to reflect the percentage change in the ENR Index from the date on which the Estimated Cost was determined until the date on which Lessee delivers the Demolition Security. Thereafter, Lessee shall increase the amount of the Demolition Security on an annual basis (on or before each successive anniversary of the required date for Xxxxxx’s original delivery to County of the Demolition Security) by the same percentage as the percentage increase (if any) in the ENR Index over the preceding year. Any uncured failure by Xxxxxx to deliver the Demolition Security described in this Subsection 2.3.2 (after written notice and the expiration of the cure period set forth in Subsection 13.1.1) shall constitute an Event of Default. County shall have the right to revoke County’s election to require the removal of all Improvements or a Portion Subject to Demolition at the end of the scheduled expiration of the Term of the Lease by written notice to Lessee of such revocation at any time not later than six (6) months prior to the scheduled expiration date of the Lease; provided, however, that any written election or notice by County under this Section 2.3 that County will not require demolition and/or removal of the Improvements or a Portion Subject to Demolition shall be irrevocable. If County revokes a prior County Removal Notice, then any Demolition Security previously delivered by Lessee to County pursuant to this paragraph may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Upon completion of all of Lessee’s obligations under this Section 2.3, the remaining balance of any Demolition Security (not used by County pursuant to Subsection 2.3.3 or 2.3.4 below) may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Subject to and in accordance with the provisions of Section 5.13, available funds in the Capital Improvement Fund may, under the circumstances and upon satisfaction of the requirements set forth in Section 5.13, be used towards satisfaction of the Demolition Security requirements of this Section 2.3.2. If County fails to elect to require Lessee to remove all of the Improvements on the Premises in accordance with the terms of this Section 2.3 (or revokes such election as provided above), then upon the expiration of the Term, or earlier termination of the Lease, Lessee shall (subject to Lessee’ rights under Subsections 2.3.1 and 2.3.4) surrender possession to County of the Premises and those Improvements not required to be removed by Lessee, in the condition in which such Improvements are required to be repaired and maintained under this Lease. Each and every Sublease shall provide that such Sublease is subordinate to this Lease, that such Sublease shall terminate not later than the scheduled or earlier termination of this Lease, and that the Sublessee (and any and all other occupants of the subleased premises) shall vacate and surrender possession of the subleased premises upon the termination of this Lease. Except as County otherwise notifies Lessee in writing, Lessee shall be responsible at Lessee’s sole cost and expense, for the eviction and removal from the Premises and Improvements of all Sublessees at the expiration or earlier termination of this Lease, including without limitation, the delivery to all Sublessees of all notices required under Applicable Law for the timely vacation of the Premises and Improvements by such Sublessees on or prior to the termination of this Lease (or in the case of a termination of the Lease prior to the scheduled expiration of the Term pursuant to a termination notice that is delivered after the date required under Applicable Law for the delivery of required notices for the timely vacation of the Premises and Improvements by the Sublessees, then as soon as possible thereafter). County shall have the right, but not the obligation, to send any such notices to the Sublessees at Xxxxxx’s cost and expense. If notwithstanding Lessee’s compliance with the foregoing requirements Lessee is not permitted by Applicable Law to evict (or otherwise re-acquire possession of the Improvements from) a Sublessee to permit the demolition of the Improvements within the time period required under this Subsection 2.3.2, then the Post Term Removal Period shall be extended for such period as necessary to permit the completion of the eviction of (or other re-acquisition of possession of the Improvements from) the Sublessees for the demolition of the Improvements as required under this Section 2.3.thirty

Duty to Remove. No earlier than eleven (11) years, and no later than ten (10) years prior to the expiration of the Term, Xxxxxx Lessee shall deliver to County a report prepared by a construction and demolition expert reasonably approved by County that details and estimates the cost and required time period for the removal of all Improvements on the Premises at the expiration of the Term (the “Demolition and Removal Report”). In accordance with the terms of this Section 2.3, County may elect to require Lessee at the end of the Term or any earlier termination of this Lease to remove, at the sole cost and expense of Lessee, all or any portion of the Improvements located on, in or under the Premises, whether placed or maintained thereon by Lessee or others, including, but not limited to, concrete foundations, pilings, structures and buildings; provided, however, such portion (“Portion Subject to Demolition”) of the Improvements designated by County for demolition must be reasonably subject to being demolished separately from other portions of the then-existing Improvements which County has designated to remain. Lessee shall complete the required demolition and removal and shall restore and surrender to County possession of the Premises in good and usable condition, consisting of a level, graded site with no excavations, hollows, hills or humps. In the case of the termination of the Lease at the scheduled expiration date of the Term, any election by County to require Lessee to demolish and remove the Improvements or a Portion Subject to Demolition must be made by County in writing to Lessee (“County Removal Notice”) not later than five (5) years prior to the then- scheduled expiration date of the Term. If County elects to require Lessee to demolish and remove all of the Improvements or a Portion Subject to Demolition, Lessee shall complete such demolition and removal and otherwise comply with XxxxxxLessee’s surrender obligations under this Section 2.3 on or before the expiration of the Term of the Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, Lessee shall have the right, by written notice to County not later than thirty (30) days prior to the scheduled expiration date of the Term, to extend the date by which Lessee must complete the Improvement removal and Premises surrender obligations under this Subsection 2.3.2 and/or the Lessee’s removal obligations under Subsection 2.3.4 below to a date not more than one hundred twenty (120) days after the expiration of the Term (the “Post Term Removal Period”); provided, however, that all of the Lessee’s obligations and liabilities under the Lease (other than the obligation to affirmatively operate the Premises) shall be applicable during the Post Term Removal Period, including without limitation, the Lessee’s obligations with respect to insurance and indemnification, and XxxxxxLessee’s obligation to pay County compensation for the Post Term Removal Period in an amount equal to the Monthly Minimum Rent rate in effect immediately prior to the expiration of the Term. In the case of a termination of the Lease prior to the scheduled expiration date of the Term, any election by County to require Lessee to remove the Improvements or a Portion Subject to Demolition must be made by County in a County Removal Notice sent to Lessee not later than sixty (60) days after the effective date of such termination, and if County elects to require Lessee to demolish and remove all or a portion of the Improvements on a termination of the Lease prior to the scheduled expiration of the Term, Lessee shall complete such demolition and removal and otherwise comply with XxxxxxLessee’s surrender obligations under this Section 2.3 on or before the date that is the longer of the following periods after receipt by Lessee of the County Removal Notice (and County’s notice of termination of the Lease): (a) ninety (90) days, or (b) if Lessee has submitted a Demolition and Removal Report to County, that period equal to the estimated demolition and removal period set forth in the Demolition and Removal Report. Upon receipt of a County Removal Notice, Lessee shall within ninety (90) days after receipt of the County Removal Notice, provide County with a written plan which sets forth Lessee’s proposed method of securing the discharge of XxxxxxLessee’s removal and restoration obligations pursuant to this subsection. Such security plan shall detail (i) the form of security proposed by XxxxxxLessee, which security shall be either a deposit of funds, or a letter of credit, bond or other form of security in form and amount, and from an issuer, reasonably satisfactory to Director (which security shall, if applicable, bear interest which is added to the Demolition Security) (“Demolition Security”), and (ii) a schedule reasonably satisfactory to Director for the delivery by Lessee of the security described in clause (i) above, which schedule may provide for a periodic funding of the Demolition Security on a schedule reasonably satisfactory to Director, provided that such schedule shall in all events provide for a funding of any remaining unfunded security not later than three (3) years prior to the expiration of the Term. Lessee may substitute equivalent types of Demolition Security reasonably approved by Director. The amount of any Demolition Security shall be equal to the estimated costs to remove the Improvements as set forth in the Demolition and Removal Report (the “Estimated Costs”), adjusted to reflect the percentage change in the ENR Index from the date on which the Estimated Cost was determined until the date on which Lessee delivers the Demolition Security. Thereafter, Lessee shall increase the amount of the Demolition Security on an annual basis (on or before each successive anniversary of the required date for XxxxxxLessee’s original delivery to County of the Demolition Security) by the same percentage as the percentage increase (if any) in the ENR Index over the preceding year. Any uncured failure by Xxxxxx Lessee to deliver the Demolition Security described in this Subsection 2.3.2 (after written notice and the expiration of the cure period set forth in Subsection 13.1.1) shall constitute an Event of Default. County shall have the right to revoke County’s election to require the removal of all Improvements or a Portion Subject to Demolition at the end of the scheduled expiration of the Term of the Lease by written notice to Lessee of such revocation at any time not later than six (6) months prior to the scheduled expiration date of the Lease; provided, however, that any written election or notice by County under this Section 2.3 that County will not require demolition and/or removal of the Improvements or a Portion Subject to Demolition shall be irrevocable. If County revokes a prior County Removal Notice, then any Demolition Security previously delivered by Lessee to County pursuant to this paragraph may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by XxxxxxLessee. Upon completion of all of Lessee’s obligations under this Section 2.3, the remaining balance of any Demolition Security (not used by County pursuant to Subsection 2.3.3 or 2.3.4 below) may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by XxxxxxLessee. Subject to and in accordance with the provisions of Section 5.13, available funds in the Capital Improvement Fund may, under the circumstances and upon satisfaction of the requirements set forth in Section 5.13, be used towards satisfaction of the Demolition Security requirements of this Section 2.3.2. If County fails to elect to require Lessee to remove all of the Improvements on the Premises in accordance with the terms of this Section 2.3 (or revokes such election as provided above), then upon the expiration of the Term, or earlier termination of the Lease, Lessee shall (subject to Lessee’ rights under Subsections 2.3.1 and 2.3.4) surrender possession to County of the Premises and those Improvements not required to be removed by Lessee, in the condition in which such Improvements are required to be repaired and maintained under this Lease. Each and every Sublease shall provide that such Sublease is subordinate to this Lease, that such Sublease shall terminate not later than the scheduled or earlier termination of this Lease, and that the Sublessee (and any and all other occupants of the subleased premises) shall vacate and surrender possession of the subleased premises upon the termination of this Lease. Except as County otherwise notifies Lessee in writing, Lessee shall be responsible at Lessee’s sole cost and expense, for the eviction and removal from the Premises and Improvements of all Sublessees at the expiration or earlier termination of this Lease, including without limitation, the delivery to all Sublessees of all notices required under Applicable Law for the timely vacation of the Premises and Improvements by such Sublessees on or prior to the termination of this Lease (or in the case of a termination of the Lease prior to the scheduled expiration of the Term pursuant to a termination notice that is delivered after the date required under Applicable Law for the delivery of required notices for the timely vacation of the Premises and Improvements by the Sublessees, then as soon as possible thereafter). County shall have the right, but not the obligation, to send any such notices to the Sublessees at XxxxxxLessee’s cost and expense. If notwithstanding Lessee’s compliance with the foregoing requirements Lessee is not permitted by Applicable Law to evict (or otherwise re-acquire possession of the Improvements from) a Sublessee to permit the demolition of the Improvements within the time period required under this Subsection 2.3.2, then the Post Term Removal Period shall be extended for such period as necessary to permit the completion of the eviction of (or other re-acquisition of possession of the Improvements from) the Sublessees for the demolition of the Improvements as required under this Section 2.3.

Duty to Remove. No earlier than eleven (11) yearsThe County may give written notice at any time, and no later than ten five (105) years prior to the expiration of the TermTerm or concurrently upon any earlier termination, Xxxxxx shall of County’s election to require Concessionaire to remove, at the sole cost and expense of Concessionaire, not later than ninety (90) days after the expiration of the Term or earlier termination of this Contract, all or substantially all (but in no event less than all or substantially all) of the structures, buildings and improvements of any kind whatsoever placed or maintained on the Premises, whether placed thereon or maintained by Concessionaire or others, including, but not limited to, concrete foundations, pilings, structures and buildings; and if such structures are removed by Concessionaire, then Concessionaire shall, upon the expiration or earlier termination of this Contract, immediately restore, and quit, and peacefully surrender possession of the Premises to County in good and usable condition, excepting ordinary wear and tear. The ninety (90) day removal period in this subsection may be extended, in writing, by County to such longer time as is necessary under the circumstances if Concessionaire demonstrates to County such need. If Concessionaire has received written notice of County’s election to require Concessionaire to remove improvements hereunder (the “County Removal Notice”), Concessionaire shall, no later than five years prior to expiration of the Term hereof (i.e., December 31, 2062), deliver to County a report prepared provided by a construction and demolition expert reasonably approved by County that details and estimates the cost and required time period for the removal of all the Improvements on the Premises requested by County at the expiration of the Term (the “Demolition and Removal Report”). In accordance Concurrently with the terms delivery of this Section 2.3, County may elect to require Lessee at the end of the Term or any earlier termination of this Lease to remove, at the sole cost and expense of Lessee, all or any portion of the Improvements located on, in or under the Premises, whether placed or maintained thereon by Lessee or others, including, but not limited to, concrete foundations, pilings, structures and buildings; provided, however, such portion (“Portion Subject to Demolition”) of the Improvements designated by County for demolition must be reasonably subject to being demolished separately from other portions of the then-existing Improvements which County has designated to remain. Lessee shall complete the required demolition and removal and shall restore and surrender to County possession of the Premises in good and usable condition, consisting of a level, graded site with no excavations, hollows, hills or humps. In the case of the termination of the Lease at the scheduled expiration date of the Term, any election by County to require Lessee to demolish and remove the Improvements or a Portion Subject to Demolition must be made by County in writing to Lessee (“County Removal Notice”) not later than five (5) years prior to the then- scheduled expiration date of the Term. If County elects to require Lessee to demolish and remove all of the Improvements or a Portion Subject to Demolition, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the expiration of the Term of the Lease. In the case of the termination of the Lease at the scheduled expiration date of the Term, Lessee shall have the right, by written notice to County not later than thirty (30) days prior to the scheduled expiration date of the Term, to extend the date by which Lessee must complete the Improvement removal and Premises surrender obligations under this Subsection 2.3.2 and/or the Lessee’s removal obligations under Subsection 2.3.4 below to a date not more than one hundred twenty (120) days after the expiration of the Term (the “Post Term Removal Period”); provided, however, that all of the Lessee’s obligations and liabilities under the Lease (other than the obligation to affirmatively operate the Premises) shall be applicable during the Post Term Removal Period, including without limitation, the Lessee’s obligations with respect to insurance and indemnification, and Xxxxxx’s obligation to pay County compensation for the Post Term Removal Period in an amount equal to the Monthly Minimum Rent rate in effect immediately prior to the expiration of the Term. In the case of a termination of the Lease prior to the scheduled expiration date of the Term, any election by County to require Lessee to remove the Improvements or a Portion Subject to Demolition must be made by County in a County Removal Notice sent to Lessee not later than sixty (60) days after the effective date of such termination, and if County elects to require Lessee to demolish and remove all or a portion of the Improvements on a termination of the Lease prior to the scheduled expiration of the Term, Lessee shall complete such demolition and removal and otherwise comply with Xxxxxx’s surrender obligations under this Section 2.3 on or before the date that is the longer of the following periods after receipt by Lessee of the County Removal Notice (and County’s notice of termination of the Lease): (a) ninety (90) days, or (b) if Lessee has submitted a Demolition and Removal Report to County, that period equal to the estimated demolition and removal period set forth in the Demolition and Removal Report. Upon receipt of a County Removal Notice, Lessee Concessionaire shall within ninety (90) days after receipt of the County Removal Notice, provide County with a written plan which sets forth Lessee’s proposed method letter of securing credit, bond or other security, in form and amount, and from an issuer satisfactory to County, to secure the discharge of XxxxxxConcessionaire’s removal and restoration obligations pursuant to this subsection. Such security plan shall detail (i) the form of security proposed by Xxxxxx, which security shall be either a deposit of funds, or a letter of credit, bond or other form of security in form and amount, and from an issuer, reasonably satisfactory to Director (which security shall, if applicable, bear interest which is added to the Demolition Security) subsection (“Demolition Security”), and (ii) a schedule reasonably satisfactory to Director for the delivery by Lessee of the security described in clause (i) above, which schedule may provide for a periodic funding of the Demolition Security on a schedule reasonably satisfactory to Director, provided that such schedule shall in all events provide for a funding of any remaining unfunded security not later than three (3) years prior to the expiration of the Term. Lessee may substitute equivalent types of Demolition Security reasonably approved by Director. The amount of any Demolition Security shall be equal to the estimated costs to remove the Improvements as set forth in the Demolition and Removal Report (the “Estimated Costs”), adjusted to reflect the percentage change in the ENR Index from the date on which the Estimated Cost was determined until the date on which Lessee delivers the Demolition Security. Thereafter, Lessee Concessionaire shall increase the amount of the Demolition Security on an annual basis (on or before each successive anniversary of the required date for XxxxxxConcessionaire’s original delivery to County of the Demolition Security) Security by the same percentage as the percentage increase (if any) in the ENR Index for the Los Angeles area over the preceding year. Any uncured failure by Xxxxxx Concessionaire to deliver the Demolition Security described in this Subsection 2.3.2 (after written notice and the expiration of the cure period set forth in Subsection 13.1.1) 5.12.2. shall constitute an Event of Default. County shall have the right to revoke County’s election to require the removal of all the Improvements or a Portion Subject to Demolition at the end of the scheduled expiration of the Term of the Lease by written notice to Lessee Concessionaire of such revocation at any time not later than six ninety (690) months days prior to the scheduled expiration date of the Lease; provided, however, that any written election or notice by County under this Section 2.3 that County will not require demolition and/or removal of the Improvements or a Portion Subject to Demolition shall be irrevocableContract. If County revokes a its prior County Removal Notice, then any Demolition Security previously delivered by Lessee Concessionaire to County pursuant to this paragraph may subsection shall be used by Lessee without restriction, and County agrees returned to execute and deliver commercially reasonable documentation effectuating same if requested by XxxxxxConcessionaire within thirty (30) days following the date of such revocation. Upon completion of all of LesseeConcessionaire’s obligations under this Section 2.3Subsection 5.12.2. or Subsection 5.12.4., the remaining balance of any Demolition Security held by County (and not used by County pursuant to Subsection 2.3.3 5.12.2. or 2.3.4 5.12.4. below) may be used by Lessee without restriction, and County agrees to execute and deliver commercially reasonable documentation effectuating same if requested by Xxxxxx. Subject to and in accordance with the provisions of Section 5.13, available funds in the Capital Improvement Fund may, under the circumstances and upon satisfaction of the requirements set forth in Section 5.13, be used towards satisfaction of the Demolition Security requirements of this Section 2.3.2. If County fails to elect to require Lessee to remove all of the Improvements on the Premises in accordance with the terms of this Section 2.3 (or revokes such election as provided above), then upon the expiration of the Term, or earlier termination of the Lease, Lessee shall (subject to Lessee’ rights under Subsections 2.3.1 and 2.3.4) surrender possession to County of the Premises and those Improvements not required to be removed by Lessee, in the condition in which such Improvements are required to be repaired and maintained under this Lease. Each and every Sublease shall provide that such Sublease is subordinate to this Lease, that such Sublease shall terminate not later than the scheduled or earlier termination of this Lease, and that the Sublessee (and any and all other occupants of the subleased premises) shall vacate and surrender possession of the subleased premises upon the termination of this Lease. Except as County otherwise notifies Lessee in writing, Lessee shall be responsible at Lessee’s sole cost and expense, for the eviction and removal from the Premises and Improvements of all Sublessees at the expiration or earlier termination of this Lease, including without limitation, the delivery returned to all Sublessees of all notices required under Applicable Law for the timely vacation of the Premises and Improvements by such Sublessees on or prior to the termination of this Lease (or in the case of a termination of the Lease prior to the scheduled expiration of the Term pursuant to a termination notice that is delivered after the date required under Applicable Law for the delivery of required notices for the timely vacation of the Premises and Improvements by the Sublessees, then as soon as possible thereafter). County shall have the right, but not the obligation, to send any such notices to the Sublessees at Xxxxxx’s cost and expense. If notwithstanding Lessee’s compliance with the foregoing requirements Lessee is not permitted by Applicable Law to evict (or otherwise re-acquire possession of the Improvements from) a Sublessee to permit the demolition of the Improvements within the time period required under this Subsection 2.3.2, then the Post Term Removal Period shall be extended for such period as necessary to permit the completion of the eviction of (or other re-acquisition of possession of the Improvements from) the Sublessees for the demolition of the Improvements as required under this Section 2.3Concessionaire.