Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, (B) which, in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a Leased Property impossible or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, and (C) as to which such Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor an Officer's Certificate notifying Lessor of such event and of such judgment, shall constitute an "Event ----- of Taking". In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing. (b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction. (c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor (1) on the later of (A) ten (10) days following receipt of Award proceeds, (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following the occurrence of such Event of Taking, an amount equal to the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's interest in such Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c), all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party), after deducting any reasonable costs incurred by such recipient in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient in Awards not then received shall be assigned to Lessee by such recipient.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, and (B) which, in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a Leased Property impossible or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, and (C) as to which such the related Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor an Officer's Certificate notifying Lessor of such event and of such judgmentLessee's decision not to restore such Leased Property, shall constitute an "Event ----- of TakingEVENT OF TAKING". In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section SECTION 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor (1) on the later of (A) ten (10) days following receipt of Award proceeds, the 60th day and (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following the occurrence of such Event of Taking, in the case of an Event of Taking described in CLAUSE (i) above, or (2) on the later of (A) the 60th day and (B) the next Payment Date following delivery of the Officer's Certificate pursuant to CLAUSE (ii) above, in the case of an Event of Taking described in CLAUSE (ii) above, an amount equal to the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's interest in such Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section SECTION 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c)SECTION 10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. Any event which (a) Any event constitutes a taking of title to all or substantially all of the Leased Property (including, without limitation, any Appurtenances), or (b) (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a CondemnationCondemnation of the Leased Property, (Bii) which, that (A) either (1) in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a the Leased Property impossible impossible, impractical or impracticaluneconomical, or requires repairs to (2) involves a Leased Property that would cost potential Award in excess of 50% of the original cost of such Leased Property, $250,000 and (CB) as to which such the Lessee, within sixty (60) days after the occurrence of such event, delivers to the Lessor an Officer's ’s Certificate notifying the Lessor of such event event, of such judgment and of such judgmentthe date (or the Lessee’s best estimate thereof) on which the Lessee shall be required to relinquish possession of the Leased Property (or the affected portion thereof), shall constitute an "“Event ----- of Taking"”. Upon its receipt of any notice from any Governmental Authority concerning any Condemnation, the Lessee shall promptly, and in any event within five (5) Business Days following the receipt thereof, deliver a copy of such notice to the Lessor. In the case of any event (other event than an Event of Taking) which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such the Leased Property pursuant to Section 10.411.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to the Lessor (1) on the later of (A) ten (10) days following receipt of Award proceeds, (B) Rent Payment Date next preceding the thirtieth day after delivery date on which the Lessee is required to relinquish possession of the Officer's Certificate notifying Lessor of such Event of Taking, Leased Property (or (C) the next Payment Date following the occurrence of such Event of Takingaffected portion thereof), an amount equal to the related Leased Property Lease Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or . Upon the Lessor’s receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's receipt of such Leased Property Lease Balance on such date, the Lessor shall cause the Lessor's ’s interest in such the Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions Purchase Procedure as set forth in Section 15.5 hereof; provided, however, that (A) such conveyance shall be free and clear of Section 14.5 hereof ------------ the Lessor Liens and the lien of the Operative Documents, (provided that B) such conveyance shall be subject to all rights of the condemning authority); upon , (C) the Lessor shall have no obligation to remove title defects other than the Lessor Liens and (D) the Lessee’s ability to obtain a title insurance policy shall not affect the Lessee’s obligation to purchase the Lessor’s interest in the Leased Property. Upon completion of such purchase, including payment in full of the Lease Balance, but not prior thereto, the Leased Property shall be deemed released from this Lease and all obligations of the Lessee and the Lessor under this Lease with respect to such Leased Property and all obligations hereunder with respect to such the Leased Property shall terminate, except with respect to obligations obligations, indemnities and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated in Section 18.14 or elsewhere herein or in the Operative Documents to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until Upon the payment in full of the Lease Property Balance as set forth above. Upon and the consummation of the purchase of such the Leased Property pursuant to this Section 10.2(c)11.2, the net amount of all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable portion thereof applied to the payment of the Lease Balance, and any reasonable, documented and unreimbursed costs incurred by such recipient the Lessor in collecting such Awards, Awards received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term Term, shall be paid to the related Lessee, and all rights of such recipient the Lessor in Awards not then received shall be assigned to Lessee the Lessee, without warranty, by such recipientthe Lessor.
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Event of Taking. (a) Any event (ia) which constitutes a --------------- Condemnation taking of all of, or substantially all of, a Leased Property, title to any Property or (iib) (Ai) which would otherwise constitute a Condemnation, (Bii) which, in the good-faith judgment judgement of the related Lessee, renders restoration and rebuilding of a Leased such Property impossible impossible, impractical or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, uneconomical and (Ciii) as to which such Lessee, within sixty thirty (6030) days after the occurrence of such event, delivers to Lessor and Lender an Officer's Certificate notifying Lessor and the Lender of such event event, of such judgement and of such judgmentthe date (or Lessee's best estimate thereof) on which Lessee shall be required to relinquish possession of the affected Property (or the affected portion thereof), shall constitute an "Event ----- of Taking". In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased the affected Property pursuant to Section 10.411.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to the Lender for the account of the Lessor (1i) on the later of (A) ten (10) days following receipt of Award proceeds, (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Rent Payment Date following the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (a) of the second preceding sentence or (ii) on the Rent Payment Date next preceding the date on which Lessee is required to relinquish possession of the Leased Property (or the affected portion thereof), in the case of an Event of Taking described in clause (b) of the second preceding sentence, in addition to all Basic Rent and Supplemental Rent otherwise due on such date, an amount equal to the related Leased sum of the Total Development Cost of the affected Property Balance, provided howeverplus the Breakage Costs, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described aboveany, such payment shall be postponed applicable to the second Payment Date following delivery consequent prepayment of the Officer's CertificateNotes. Upon the Lessor's receipt of such Leased Property Balance amount on such date, the Lessor shall cause the Lessor's interest in such Leased the affected Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ 15.5 (provided "Purchase Procedure") hereof; provided, however, that (A) such conveyance may be by special warranty deed, but free and clear of Lessor's Liens and the lien of the related Mortgage, (B) such conveyance shall be subject to all rights of the condemning authority); upon , (C) Lessor shall have no obligation to remove title defects other than Lessor Liens and the lien of the related Mortgage affecting such Property and (D) Lessee's ability to obtain a title insurance policy shall not affect Lessee's obligation to purchase Lessor's interest in the affected Property. Upon completion of such purchase, but not prior thereto, the affected Property shall be deemed released from this Lease and all obligations of the Lessee and the Lessor under this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such the date of such purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased the affected Property pursuant to this Section 10.2(c)Section, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable and documented costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor. If no Event of Default has occurred and is then continuing, Lessee shall have the right to negotiate with the condemning authority and receive all Awards, subject to the terms of this Lease.
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Samples: Master Lease and Development Agreement (Atria Communities Inc)
Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased the Property, or (ii) (A) which would otherwise constitute a Condemnation, (B) which, in the good-good faith judgment of the related Lessee, renders restoration and rebuilding of a Leased the Property impossible or impractical, or requires repairs to a Leased the Property that would cost in excess of fifty percent (50% %) of the original cost of such Leased the Property, and (C) as to which such the Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor the Beneficiary an Officer's ’s Certificate notifying Lessor the Beneficiary of such event and of such judgment, shall constitute an "“Event ----- of Taking"”. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased the Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause subparagraph (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (cd) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor the Beneficiary (1) on the later of (A) ten the thirtieth (1030th) days following receipt of Award proceeds, day and (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following the occurrence of such Event of Taking, an amount equal to in the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent case of an Officer's Certificate or receipt Event of Award proceeds Taking described in clause (i) above, such payment shall be postponed to or (2) on the second later of (A) the thirtieth (30th) day and (B) the next Payment Date following delivery of the Officer's Certificate’s Certificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) above, an amount equal to the Lease Balance. Upon Lessor's the Beneficiary’s receipt of such Leased Property the Lease Balance on such date, Lessor the Beneficiary shall cause permit the Lessor's ’s interest in such Leased the Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ Paragraph 19(e) of the Facility Lease (provided that such conveyance shall be subject to all rights of the condemning authority); upon . Upon completion of such purchasepurchase and payment of the Lease Balance by the Lessee to the Beneficiary, but not prior thereto, this Lease with respect to such Leased Property Deed of Trust and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full Deed of the Lease Property Balance as set forth aboveTrust. Upon the consummation of the purchase of such Leased the Property pursuant to this Section 10.2(csubparagraph (b), all Condemnation Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Beneficiary, after deducting any reasonable costs incurred by such recipient the Beneficiary in collecting such Condemnation Awards, received or payable on account of an Event of Taking with respect to such Leased the Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient the Beneficiary in Condemnation Awards not then received shall be assigned to the Lessee by such recipientthe Beneficiary.”
Appears in 1 contract
Event of Taking. (a) Any event occurring during the Base Lease Term subsequent to the Completion Date (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a the Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, (B) which, in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a the Leased Property impossible or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such the Leased Property, and (C) as to which such the Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor an Officer's ’s Certificate notifying Lessor of such event event, of such judgment and of such judgmentthe Lessee’s decision not to restore and rebuild the Leased Property, shall constitute an "“Event ----- of Taking"”. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such the Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor (1) the Agent on the later earlier of (A) ten (10) days following receipt of the date that the Award proceeds, related to such Condemnation is paid and (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next first Payment Date following occurring more than ninety (90) days after the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above or the delivery of the Officer’s Certificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) above, an amount equal to the related Leased Property Lease Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or . Upon the Agent’s receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's receipt of such Leased Property Lease Balance on such date, Lessor shall cause Lessor's ’s interest in such the Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such the Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- or the Agent and any other Funding Party)Agent, after deducting any reasonable out-of-pocket costs incurred by such recipient Lessor or the Agent in collecting such Awards, received or payable on account of an Event of Taking with respect to such the Leased Property during the related Lease Term shall be promptly paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, and (B) which, in the good-good- faith judgment of the related Lessee, renders restoration and rebuilding of a Leased Property impossible or impractical, or (A) requires repairs to a the related Leased Property that would cost in excess of 50% of the original cost of such Leased PropertyProperty or (B) renders restoration and rebuilding of the related Leased Property impossible or impractical, and (C) as with respect to which such Lessee, within Lessee has determined not to repair and restore such Leased Property (it being understood that the Lessee shall have -- ----- ---------- the option to either purchase the affected Leased Property or repair and restore the affected Leased Property) shall constitute an "Event of Taking". Within --------------- sixty (60) days after the occurrence of such event, delivers the related Lessee shall deliver to Lessor an Officer's Certificate notifying Lessor of such event and of such judgment, shall constitute an "Event ----- of Taking"judgment and decision not to repair and restore. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking ------------ shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay purchase the affected Leased Property pursuant to Lessor (1) Section 14.1 on the later earlier of (A) ten (10) days following receipt of Award proceeds, the Lease Termination Date and ------------ (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following occurring not less than sixty (60) days after the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above, or (2) on the earlier of (A) the Lease Termination Date and ---------- (B) the next Payment Date occurring not less than 60 days after the delivery of the Officer's Certificate pursuant to the second preceding sentence, in the case of an Event of Taking described in clause (ii) above, an amount equal to the ----------- related Leased Property Balance, ; provided howeverthat, if such date is less than thirty (30) days after receipt by Lessor and Agent an Event of an OfficerTaking shall -------- occur during the Construction Term for such Leased Property, the related Lessee may, at such Lessee's Certificate or receipt of Award proceeds described aboveoption, such payment shall be postponed pay to the second Lessor the Construction Failure Payment Date following delivery instead of paying the Leased Property Balance as the purchase price for such Leased Property (in which case the Lessor shall retain the Lessor's interest in such Leased Property, subject to the provisions of Section 5.7 of the Officer's CertificateConstruction Agency Agreement with respect to remarketing). Upon Lessor's receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's interest in such Leased Property Property, and in all condemnation proceeds related thereto, to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance ------------- shall be subject to all rights of the condemning authority); upon completion of such purchasepurchase (or payment of the Construction Failure Payment, as the case may be), but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable ------------ out-of-pocket costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be promptly paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. (a) Any event (ia) which constitutes a --------------- Condemnation taking of all of, or substantially all of, a title to any Leased Property, Property or (iib) (Ai) which would otherwise constitute a Condemnation, (Bii) which, in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a such Leased Property impossible impossible, impractical or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, uneconomical and (Ciii) as to which such the Lessee, within sixty thirty (6030) days after the occurrence of such event, delivers to the Lessor and the Issuer an Officer's Certificate notifying the Lessor and the Issuer of such event event, of such judgment and of such judgmentthe date (or the Lessee's best estimate thereof) on which the Lessee shall be required to relinquish possession of the affected Leased Property (or the affected portion thereof), shall constitute an "Event ----- of Taking". In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such the affected Leased Property pursuant to Section 10.4SECTION 11.4 hereof. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to the Issuer for the account of the Lessor (1i) on the later of (A) ten (10) days following receipt of Award proceeds, (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Facility Rent Payment Date following the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (a) of the second preceding sentence or (ii) on the Facility Rent Payment Date next preceding the date on which the Lessee is required to relinquish possession of the Leased Property (or the affected portion thereof), in the case of an Event of Taking described in CLAUSE (b) of the second preceding sentence, in addition to all Basic Rent and Supplemental Rent otherwise due on such date, an amount equal to the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed Lease Balance applicable to the second Payment Date following delivery of the Officer's CertificateLeased Property. Upon Lessorthe Issuer's receipt of such Leased Property Balance amount on such date, the Lessor shall cause the Lessor's interest in such the affected Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ SECTION 15.5 (provided "Purchase Procedure") hereof; PROVIDED, HOWEVER, that (A) such conveyance may be by special warranty deed, but free and clear of Lessor's Liens and the lien of the related Mortgage, (B) such conveyance shall be subject to all rights of the condemning authority); upon , (C) the Lessor shall have no obligation to remove title defects other than Lessor Liens and the lien of the related Mortgage affecting such Leased Property and (D) the Lessee's ability to obtain a title insurance policy shall not affect the Lessee's obligation to purchase the Lessor's interest in the affected Leased Property. Upon completion of such purchase, but not prior thereto, the affected Leased Property shall be deemed released from this Lease and all obligations of the Lessee and the Lessor under this Lease with respect to such Leased Property and all obligations hereunder with respect (including the obligation to such Leased Property make further payments of Basic Rent) shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such the date of such purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such the affected Leased Property pursuant to this Section 10.2(c)SECTION 11.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable and documented costs incurred by such recipient the Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient the Lessor in Awards not then received shall be assigned to the Lessee by such recipientthe Lessor. If no Event of Default has occurred and is then continuing, the Lessee shall have the right to negotiate with the condemning authority and receive all Awards, subject to the terms of this Lease.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a the Leased Property, or (ii) (A) which would otherwise constitute a the Condemnation, (B) which, in the good-good- faith judgment of the related Lessee, renders restoration and rebuilding of a the Leased Property impossible impossible, impractical or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Propertyuneconomical, and (C) as to which such Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor an Officer's Certificate notifying Lessor of such event and of such judgment, shall constitute an "Event ----- of Taking". In the case of any other event which --------------- constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such the Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay ------------ to Lessor Lessor
(1) on the later of (A) ten (10) days following receipt of Award proceeds, (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following occurring not less than ninety (90) days after the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above, or (2) on the next Payment Date occurring not ---------- less than ninety (90) days after delivery of the Officer's Certificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) ----------- ----------- above, an amount equal to the related Leased Property Lease Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's receipt of such Leased Property Lease Balance on such date, Lessor shall cause Lessor's interest in such the Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be ------------ subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such the Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable ------------ costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such the Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a the Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, (B) which, in the good-good faith judgment of the related Lessee, renders restoration and rebuilding of a the Leased Property impossible or impractical, or requires repairs to a the Leased Property that would cost in excess of fifty percent (50% %) of the original cost of such the Leased Property, and (C) as to which such the Lessee, within sixty (60) days after the occurrence of such event, delivers to the Lessor an Officer's Certificate notifying the Lessor of such event and of such judgment, shall constitute an "Event ----- of Taking". In the case of any other --------------- event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such the Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall ------------ occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to the Lessor (1) on the later of (A) ten the thirtieth (1030th) days following receipt of Award proceeds, day and (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following the occurrence of such Event of Taking, an amount equal to in the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent case of an Officer's Certificate or receipt Event of Award proceeds Taking described in clause (i) above, such payment shall be postponed to or (2) on the second later of (A) the thirtieth (30th) day and (B) the next Payment Date following delivery of the Officer's CertificateCertificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) above, an amount equal to the Lease Balance. Upon the Lessor's receipt of such Leased Property the Lease Balance on such date, the Lessor shall cause the Lessor's interest in such the Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such the Leased Property and all obligations hereunder with respect to such the Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such the Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after ------------ deducting any reasonable costs incurred by such recipient the Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such the Leased Property during the related Lease Term shall be paid to the related Lessee, and all rights of such recipient the Lessor in Awards not then received shall be assigned to the Lessee by such recipientthe Lessor.
Appears in 1 contract
Samples: Master Lease Agreement (Jones Financial Companies Lp LLP)
Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, (B) which, in the good-faith judgment of the related Lessee, renders restoration and rebuilding of a Leased Property impossible or impractical, or requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, or that cannot be restored by the Lease Termination Date, and (C) as to which such Lessee, within sixty (60) days after the occurrence of such event, delivers to Lessor an Officer's ’s Certificate notifying Lessor of such event and of such judgment, shall constitute an "“Event ----- of Taking"”. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor (1) on the later of (A) ten (10) days following receipt of Award proceeds, (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or and (CB) the next Payment Date following the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above, or (2) on the later of (A) the 90th day and (B) the next Payment Date, in either case following delivery of the Officer’s Certificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) above, an amount equal to the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's ’s receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's ’s interest in such Leased Property to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable out-of-pocket costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be promptly paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, Condemnation and (B) which, in the good-faith judgment of the related Lessee, (1) renders restoration and rebuilding of a Leased Property impossible or impractical, or requires restoration to the related Leased Property that, with the exercise of reasonable diligence, is impossible to complete by the Lease Termination Date or (2) requires repairs to a Leased Property that would cost in excess of 50% of the original cost of such Leased Property, and (C) as to which such Lessee, within Lessee has determined not to rebuild shall constitute an “Event of Taking”. Within sixty (60) days after the occurrence of such event, delivers Lessee shall deliver to Lessor an Officer's ’s Certificate notifying Lessor of such event and and, in the case of such judgmentan event described in the foregoing clause (ii), shall constitute an "Event ----- of Taking"Lessee’s determination not to rebuild. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay to Lessor (1) on the later earlier of (A) ten (10) days following receipt of Award proceeds, the Lease Termination Date and (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following occurring not less than thirty (30) days after the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above, or (2) on the earlier of (A) the Lease Termination Date and (B) the next Payment Date occurring not less than thirty (30) days after the delivery of the Officer’s Certificate pursuant to clause (ii) above, in the case of an Event of Taking described in clause (ii) above, an amount equal to the related Leased Property Balance, provided however, if such date is less than thirty (30) days after receipt by Lessor and Agent of an Officer's Certificate or receipt of Award proceeds described above, such payment shall be postponed to the second Payment Date following delivery of the Officer's Certificate. Upon Lessor's ’s receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's ’s interest in such Leased Property Property, and in all condemnation proceeds related thereto, to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 hereof ------------ (provided that such conveyance shall be subject to all rights of the condemning authority); upon completion of such purchase, but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable out-of-pocket costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be promptly paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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Event of Taking. (a) Any event (i) which constitutes a --------------- Condemnation of all of, or substantially all of, a Leased Property, or (ii) (A) which would otherwise constitute a Condemnation, and (B) which, in the good-good- faith judgment of the related Lessee, renders restoration and rebuilding of a Leased Property impossible or impractical, or (A) requires repairs to a the related Leased Property that would cost in excess of 50% of the original cost of such Leased PropertyProperty or (B) renders restoration and rebuilding of the related Leased Property impossible or impractical, and (C) as with respect to which such Lessee, within Lessee has determined not to repair and restore such Leased Property (it being understood that the Lessee shall have -- ----- ---------- the option to either purchase the affected Leased Property or repair and restore the affected Leased Property) shall constitute an "Event of Taking". Within --------------- sixty (60) days after the occurrence of such event, delivers the related Lessee shall deliver to Lessor an Officer's Certificate notifying Lessor of such event and of such judgment, shall constitute an "Event ----- of Taking"judgment and decision not to repair and restore. In the case of any other event which constitutes a Condemnation, the --------- related Lessee shall restore and rebuild such Leased Property pursuant to Section 10.4. In the case of an Event of Taking where such Leased Property is ------------ susceptible of repair or restoration, the Officer's Certificate delivered pursuant to clause (ii) above shall further specify whether such Lessee elects either (x) to repair and restore the Leased Property, or (y) pay to Lessor the Leased Property Balance in accordance with subsection (c) below; provided, that the Lessee shall not have the right to elect to repair and restore the Leased Property if, on the date of such Officer's Certificate, a Potential Event of Default or an Event of Default shall have occurred and be continuing.
(b) Any election by a Lessee to repair and restore the Leased Property pursuant to clause (x) above shall be accompanied by (i) a Construction Contract, in form for execution, for the repair or restoration of the Leased Property together with the related Plan and Specifications, each of which shall be reasonably satisfactory in form and substance to the Agent; and (ii) such other evidence and assurances as may be necessary to demonstrate to the Agent's reasonable satisfaction that the Awards proceeds expected to be received in connection with such Event of Taking, together with any remaining Fundings available under the Master Agreement plus Lessee's other sources of funds (whether borrowed or otherwise), but in any case subject to compliance with Article V of the Master Agreement, will be sufficient to complete the repair or restoration of the Leased Property. Upon the Agent's confirmation that the Lessee has satisfied the conditions for the repair or restoration of the Leased Property as set forth above, (x) the Lessee shall rebuild the Leased Property as provided in Section 10.4, and (y) the Lessee shall turn over to the Agent all ------------ Award proceeds received in connection with such Event of Taking, and the Agent shall disburse such Award proceeds, together with any Award proceeds received by the Agent or Lessor in connection with such Event of Taking and remaining Fundings available under the Master Agreement, in accordance with the Master Agreement in the same manner as if the Building were being originally constructed, provided that the Lessee complies with all conditions to Fundings (including without limitation delivery of all assignments, consents, security agreements and title insurance policies) as required under the Master Agreement for such original construction.
(c) If an Event of Taking ------------ shall occur, and the related Lessee does not elect to repair or restore the Leased Property as provided in subsection (b) above (and satisfy the conditions set forth therein) or the Leased Property is otherwise not susceptible of repair or restoration, the related Lessee shall pay purchase the affected Leased Property pursuant to Lessor (1) Section 14.4 on the later earlier of (A) ten (10) days following receipt of Award proceeds, the Lease Termination Date and ------------ (B) the thirtieth day after delivery of the Officer's Certificate notifying Lessor of such Event of Taking, or (C) the next Payment Date following occurring not less than sixty (60) days after the occurrence of such Event of Taking, in the case of an Event of Taking described in clause (i) above, or (2) on the earlier of (A) the Lease Termination Date and ---------- (B) the next Payment Date occurring not less than 60 days after the delivery of the Officer's Certificate pursuant to the second preceding sentence, in the case of an Event of Taking described in clause (ii) above, an amount equal to the ---------- related Leased Property Balance, ; provided howeverthat, if such date is less than thirty (30) days after receipt by Lessor and Agent an Event of an OfficerTaking shall -------- occur during the Construction Term for such Leased Property, the related Lessee may, at such Lessee's Certificate or receipt of Award proceeds described aboveoption, such payment shall be postponed pay to the second Lessor the Construction Failure Payment Date following delivery instead of paying the Leased Property Balance as the purchase price for such Leased Property (in which case the Lessor shall retain the Lessor's interest in such Leased Property, subject to the provisions of Section 5.7 of the Officer's CertificateConstruction Agency Agreement with respect to remarketing). Upon Lessor's receipt of such Leased Property Balance on such date, Lessor shall cause Lessor's interest in such Leased Property Property, and in all condemnation proceeds related thereto, to be conveyed to the related Lessee in accordance with and subject to the provisions of Section 14.5 14.4 hereof ------------ (provided that such conveyance ------------ shall be subject to all rights of the condemning authority); upon completion of such purchasepurchase (or payment of the Construction Failure Payment, as the case may be), but not prior thereto, this Lease with respect to such Leased Property and all obligations hereunder with respect to such Leased Property shall terminate, except with respect to obligations and liabilities hereunder, actual or contingent, that have arisen or relate to events occurring on or prior to such date of purchase, or which are expressly stated herein to survive termination of this Lease. Notwithstanding anything to the contrary herein, Lessee's obligation to pay Basic Rent on each Payment Date shall continue until the payment in full of the Lease Property Balance as set forth above. Upon the consummation of the purchase of such Leased Property pursuant to this Section 10.2(c)10.2, all Awards received by Lessor and its assigns (including --------------- the Agent and any other Funding Party)Lessor, after deducting any reasonable ------------ out-of-pocket costs incurred by such recipient Lessor in collecting such Awards, received or payable on account of an Event of Taking with respect to such Leased Property during the related Lease Term shall be promptly paid to the related Lessee, and all rights of such recipient Lessor in Awards not then received shall be assigned to Lessee by such recipientLessor.
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