Landlord Termination. In the event that any portion of the Development (including the Building) shall be damaged to such an extent that Landlord, the Condominium Association or any of Landlord's lenders shall elect not to restore same, then Landlord shall have the right to terminate this Lease within ninety (90) days 40 following the date of the damage or destruction or, if applicable, within a reasonable time after Landlord shall have been notified of the Condominium Association's or lender's decision not to restore. Upon such termination of this Lease, the parties shall be released without further obligations to the other coincident with the surrender of possession of the Premises to Landlord, except for items which theretofore accrued and are then unpaid and any obligations specified in this Lease which are to survive the termination of this Lease. Subject to the rights of Landlord's lenders and/or the Condominium Association, Landlord shall not elect to terminate this Lease unless a material portion of the Development (i.e., more than twenty five percent (25%)) shall have been damaged. Landlord agrees that if (1) this Lease is terminated by Landlord pursuant to this Section 21.1(iii) and Landlord thereafter reconstructs, restores or repairs the Building or the Premises, (2) at the time of such casualty Tenant is then operating a Club (including support facilities) within at least seventy-five percent (75%) of the Premises, (3) at the time of such casualty no monetary Default (as defined herein) and/or material Default shall have occurred and be continuing under this Lease, (4) at the time of such casualty, the Unexpired Lease Term (as defined herein) is at least five (5) years or Tenant exercises an Option for an Option Period, regardless of whether Tenant then would otherwise have the right to exercise same, by delivering notice to Landlord simultaneously with the delivery to Landlord of the Tenant Acceptance Notice (as defined herein) subject to and in accordance with this Section 21.1(iii), (5) within one-hundred eighty (180) days following the termination of this Lease pursuant to this Section 21.1 (iii), Tenant shall deliver to Landlord a statement signed and certified by the chief financial officer of Tenant, if Tenant is a corporation, by a managing member, if Tenant is a limited liability company, or by the chief financial officer of a corporate general partner of Tenant, if Tenant is a partnership (such person, the "FINANCIAL OFFICER"), to be true and correct disclosing in reasonable detail the aggregate amount of costs and expenses actually incurred by Tenant as the result of the cessation of Tenant's business operations in the Premises and such termination of this Lease (e.g., including, without limitation, the unrecouped costs and expenses actually incurred by Tenant in connection with the development of a Club in the Premises and reimbursement to Tenant's Club members of membership fees) which are not covered by insurance maintained by Tenant or otherwise reimbursed to Tenant (collectively, the "TENANT TERMINATION COSTS") and (6) at the time of the Landlord Offer (as defined herein), Tenant or an Affiliate of Tenant is then operating a first-class coed athletic club, Landlord shall not operate a Club in the Premises or offer to lease or accept any offer to lease the Premises to any party within a period of five (5) years after such termination of this Lease unless Landlord shall have first offered in writing (the "LANDLORD OFFER") to lease the Premises to Tenant on the terms and conditions of this Lease (including, without limitation, any unexercised Option Periods) for a term equal to the unexpired portion of the term of this Lease as of such termination date (the "UNEXPIRED LEASE TERM") calculated as if this Lease had not been terminated and Tenant shall not have accepted such offer by notice to Landlord within thirty (30) days after such offer is given to Tenant (the "TENANT ACCEPTANCE NOTICE"). Notwithstanding the foregoing, in the event that Tenant exercises its option to lease the Premises pursuant to this Section 21.1 (iii), Landlord shall have the option, exercisable within thirty (30) days after Landlord's receipt 41 of the Tenant Acceptance Notice, to nullify the Tenant Acceptance Notice by delivering to Tenant notice and paying to Tenant the Tenant Termination Costs. Upon Tenant's receipt of such nullification notice and the payment of the Tenant Termination Costs, the Tenant Acceptance Notice shall be deemed null and void and of no force and effect and Tenant shall be deemed to have waived and relinquished its right to lease the Premises and Landlord shall at any and all times thereafter be entitled to lease all or any portion of the Premises to others at such rental and upon such terms and conditions as Landlord in its sole discretion may desire.
Appears in 1 contract
Landlord Termination. In the event that any portion of the Development (including the Building) shall be damaged to such an extent that Landlord, the Condominium Association or any of Landlord's lenders shall elect not to restore same, then Landlord shall have the right to terminate this Lease within ninety (90) days 40 following the date of the damage or destruction or, if applicable, within a reasonable time after Landlord shall have been notified of the Condominium Association's or lender's decision not to restore. Upon such termination of this Lease, the parties shall be released without further obligations to the other coincident with the surrender of possession of the Premises to Landlord, except for items which theretofore accrued and are then unpaid and any obligations specified in this Lease which are to survive the termination of this Lease. Subject to the rights of Landlord's lenders Landxxxx'x xenders and/or the Condominium Association, Landlord shall not elect to terminate this Lease unless a material portion of the Development (i.e., more than twenty five percent (25%)) shall have been damaged. Landlord agrees that if (1) this Lease is terminated by Landlord pursuant to this Section 21.1(iii) and Landlord thereafter reconstructs, restores or repairs the Building or the Premises, (2) at the time of such casualty Tenant is then operating a Club (including support facilities) within at least seventy-five percent (75%) of the Premises, (3) at the time of such casualty no monetary Default (as defined herein) and/or material Default shall have occurred and be continuing under this Lease, (4) at the time of such casualty, the Unexpired Lease Term (as defined herein) is at least five (5) years or Tenant exercises an Option for an Option Period, regardless of whether Tenant then would otherwise have the right to exercise same, by delivering written notice to Landlord simultaneously with the delivery to Landlord of the Tenant Acceptance Notice (as defined herein) subject to and in accordance with this Section 21.1(iii), (5) within one-hundred eighty (180) days following the termination of this Lease pursuant to this Section 21.1 (iii), Tenant shall deliver to Landlord a statement signed and certified by the chief financial officer of Tenant, if Tenant is a corporation, by a managing member, if Tenant is a limited liability company, or by the chief financial officer of a corporate general partner of Tenant, if Tenant is a partnership (such person, the "FINANCIAL OFFICER"), to be true and correct disclosing in reasonable detail the aggregate amount of costs and expenses actually incurred by Tenant as Tenaxx xx the result of the cessation of Tenant's business operations in the Premises and such termination of this Lease (e.g., including, without limitation, the unrecouped costs and expenses actually incurred by Tenant in connection with the development of a Club in the Premises and reimbursement to Tenant's Club members of membership fees) which are not covered by insurance maintained by Tenant or otherwise reimbursed to Tenant (collectively, the "TENANT TERMINATION COSTS") and (6) at the time of the Landlord Offer (as defined herein), Tenant or an Affiliate of Tenant is then operating a first-class coed athletic club, Landlord shall not operate a Club in the Premises or offer to lease or accept any offer to lease the Premises to any party within a period of five (5) years after such termination of this Lease unless Landlord shall have first offered in writing (the "LANDLORD OFFER") to lease the Premises to Tenant on the terms and conditions of this Lease (including, without limitation, any unexercised Option Periods) for a term equal to the unexpired portion of the term of this Lease as of such termination date (the "UNEXPIRED LEASE TERM") calculated as if this Lease had not been terminated and Tenant shall not have accepted such offer by notice to Landlord within thirty (30) days after such offer is given to Tenant (the "TENANT ACCEPTANCE NOTICE"). Notwithstanding the foregoing, in the event that Tenant exercises its option to lease the Premises pursuant to this Section 21.1 (iii), Landlord shall have the option, exercisable within thirty (30) days after Landlord's receipt 41 Landxxxx'x xeceipt of the Tenant Acceptance Notice, to nullify the Tenant Acceptance Notice by delivering to Tenant written notice and paying to Tenant the Tenant Termination Costs. Upon Tenant's Tenaxx'x receipt of such nullification notice and the payment of the Tenant Termination Costs, the Tenant Acceptance Notice shall be deemed null and void and of no force and effect and Tenant shall be deemed to have waived and relinquished its right to lease the Premises and Landlord shall at any and all times thereafter be entitled to lease all or any portion of the Premises to others at such rental and upon such terms and conditions as Landlord in its sole discretion may desire.
Appears in 1 contract
Samples: Lease Agreement (Sports Club Co Inc)
Landlord Termination. In the event that any portion of the Development (including the Building) shall be damaged to such an extent that Landlord, the Condominium Association or any of Landlord's lenders shall elect not to restore same, then 9.2.1 The Landlord shall have the right to may terminate this Lease within ninety by serving not less than [3 months'] prior written notice on the Tenant in the event that:
(90a) days 40 following the date Tenant ceases to be a person to whom the Code is applied;
(b) the electronic communications service to which this Lease relates permanently ceases to be provided, whether or not the Tenant removes the Equipment; or
(c) the Equipment is no longer being used, nor likely to be used, at the Landlord's Property, or is permanently removed by the Tenant.
9.2.2 [The Landlord may terminate this Lease [at any time on or after][on] the Landlord's Break Date by serving the Landlord's Break Notice upon the Tenant.]
9.2.3 Any termination under paragraph 9.2 shall be without prejudice to any rights either party may have against the other in relation to any antecedent breach.
9.2.4 IrritancyThe Landlord may re-enter the Communications Site (or any part of it in the name of the damage whole) and thereby terminate this Lease (subject to paragraph 30(2) of the Code) without prejudice to any right or destruction remedy of the Landlord in respect of any breach of obligation by the Tenant:
(a) by giving the Tenant not less than 18 months’ prior written notice where:
(i) any Site Payment is unpaid for 28 days after becoming payable having been formally demanded by the Landlord; or, if applicable,
(ii) the Tenant is in substantial breach of its obligations under this Lease and it has not remedied the breach within a reasonable time after Landlord shall have (being a period of no less than one month) having been notified given prior written notice of such breach by the Landlord; or
(b) where one or more of the Condominium Association's following acts of insolvency have occurred:
(i) the taking of any step in connection with any voluntary arrangement or lender's decision not to restore. Upon such termination any other compromise or arrangement for the benefit of this Lease, any creditors of the parties shall be released without further obligations Tenant;
(ii) the making of an administration order in relation to the other coincident with Tenant;
(iii) the surrender Tenant gives any notice of possession intention to appoint an administrator, or the filing at court of the Premises to Landlord, except for items which theretofore accrued and are then unpaid and any obligations specified in this Lease which are to survive the termination of this Lease. Subject to the rights of Landlord's lenders and/or the Condominium Association, Landlord shall not elect to terminate this Lease unless a material portion of the Development (i.e., more than twenty five percent (25%)) shall have been damaged. Landlord agrees that if (1) this Lease is terminated by Landlord pursuant to this Section 21.1(iii) and Landlord thereafter reconstructs, restores or repairs the Building or the Premises, (2) at the time of such casualty Tenant is then operating a Club (including support facilities) within at least seventy-five percent (75%) of the Premises, (3) at the time of such casualty no monetary Default (as defined herein) and/or material Default shall have occurred and be continuing under this Lease, (4) at the time of such casualty, the Unexpired Lease Term (as defined herein) is at least five (5) years or Tenant exercises an Option for an Option Period, regardless of whether Tenant then would otherwise have the right to exercise same, by delivering notice to Landlord simultaneously with the delivery to Landlord of the Tenant Acceptance Notice (as defined herein) subject to and in accordance with this Section 21.1(iii), (5) within one-hundred eighty (180) days following the termination of this Lease pursuant to this Section 21.1 (iii), Tenant shall deliver to Landlord a statement signed and certified by the chief financial officer of Tenant, if Tenant is a corporation, by a managing member, if Tenant is a limited liability company, or by the chief financial officer of a corporate general partner of Tenant, if Tenant is a partnership (such person, the "FINANCIAL OFFICER"), to be true and correct disclosing in reasonable detail the aggregate amount of costs and expenses actually incurred by Tenant as the result of the cessation of Tenant's business operations in the Premises and such termination of this Lease (e.g., including, without limitation, the unrecouped costs and expenses actually incurred by Tenant prescribed documents in connection with the development appointment of an administrator, or the appointment of an administrator, in any case in relation to the Tenant;
(iv) the appointment of a Club receiver or manager or an administrative receiver in the Premises and reimbursement relation to Tenant's Club members of membership fees) which are not covered by insurance maintained by Tenant any property or otherwise reimbursed to Tenant (collectively, the "TENANT TERMINATION COSTS") and (6) at the time income of the Landlord Offer Tenant;
(as defined herein), Tenant or an Affiliate v) the commencement of Tenant is then operating a firstvoluntary winding-class coed athletic club, Landlord shall not operate a Club up in the Premises or offer to lease or accept any offer to lease the Premises to any party within a period of five (5) years after such termination of this Lease unless Landlord shall have first offered in writing (the "LANDLORD OFFER") to lease the Premises to Tenant on the terms and conditions of this Lease (including, without limitation, any unexercised Option Periods) for a term equal to the unexpired portion of the term of this Lease as of such termination date (the "UNEXPIRED LEASE TERM") calculated as if this Lease had not been terminated and Tenant shall not have accepted such offer by notice to Landlord within thirty (30) days after such offer is given to Tenant (the "TENANT ACCEPTANCE NOTICE"). Notwithstanding the foregoing, in the event that Tenant exercises its option to lease the Premises pursuant to this Section 21.1 (iii), Landlord shall have the option, exercisable within thirty (30) days after Landlord's receipt 41 respect of the Tenant Acceptance Notice, to nullify (except where such actions are for the purposes of amalgamation or reconstruction of a solvent company in respect of which a statutory declaration of solvency has been filed with the Registrar of Companies);
(vi) the making of a winding-up order in respect of the Tenant;
(vii) the Tenant Acceptance Notice by delivering to Tenant notice and paying to Tenant is struck off from the Register of Companies; or
(viii) the Tenant Termination Costs. Upon Tenant's receipt of such nullification notice and the payment of the Tenant Termination Costs, the Tenant Acceptance Notice shall be deemed null and void and of no force and effect and Tenant shall be deemed otherwise ceases to have waived and relinquished its right to lease the Premises and Landlord shall at any and all times thereafter be entitled to lease all or any portion of the Premises to others at such rental and upon such terms and conditions as Landlord in its sole discretion may desireexist.
Appears in 1 contract
Samples: Greenfield Lease
Landlord Termination. In the event that any portion of the Development (including the Building) shall be damaged to such an extent that Landlord, the Condominium Association or any of Landlord's lenders shall elect not to restore same, then Landlord shall have the right to terminate this Lease within ninety (90) days 40 following the date of the damage or destruction or, if applicable, within a reasonable time after Landlord shall have been notified of the Condominium Association's or lender's decision not to restore. Upon such termination of this Lease, the parties shall be released without further obligations to the other coincident with the surrender of possession of the Premises to Landlord, except for items which theretofore accrued and are then unpaid and any obligations specified in this Lease which are to survive the termination of this Lease. Subject to the rights of Landlord's lenders and/or the Condominium Association, Landlord shall not elect to terminate this Lease unless a material portion of the Development (i.e., more than twenty five percent (25%)) shall have been damaged. Landlord agrees that if (1) this Lease is terminated by Landlord pursuant to this Section 21.1(iii) and Landlord thereafter reconstructs, restores or repairs the Building or the Premises, (2) at the time of such casualty Tenant is then operating a Club (including support facilities) within at least seventy-five percent (75%) of the Premises, (3) at the time of such casualty no monetary Default (as defined herein) and/or material Default shall have occurred and be continuing under this Lease, (4) at the time of such casualty, the Unexpired Lease Term (as defined herein) is at least five (5) years or Tenant 44 exercises an Option for an Option Period, regardless of whether Tenant then would otherwise have the right to exercise same, by delivering notice to Landlord simultaneously with the delivery to Landlord of the Tenant Acceptance Notice (as defined herein) subject to and in accordance with this Section 21.1(iii), (5) within one-hundred eighty (180) days following the termination of this Lease pursuant to this Section 21.1 (iii), Tenant shall deliver to Landlord a statement signed and certified by the chief financial officer of Tenant, if Tenant is a corporation, by a managing member, if Tenant is a limited liability company, or by the chief financial officer of a corporate general partner of Tenant, if Tenant is a partnership (such person, the "FINANCIAL OFFICER"), to be true and correct disclosing in reasonable detail the aggregate amount of costs and expenses actually incurred by Tenant as the result of the cessation of Tenant's business operations in the Premises and such termination of this Lease (e.g., including, without limitation, the unrecouped costs and expenses actually incurred by Tenant in connection with the development of a Club in the Premises and reimbursement to Tenant's Club members of membership fees) which are not covered by insurance maintained by Tenant or otherwise reimbursed to Tenant (collectively, the "TENANT TERMINATION COSTS") and (6) at the time of the Landlord Offer (as defined herein), Tenant or an Affiliate of Tenant is then operating a first-class coed athletic club, Landlord shall not operate a Club in the Premises or offer to lease or accept any offer to lease the Premises to any party within a period of five (5) years after such termination of this Lease unless Landlord shall have first offered in writing (the "LANDLORD OFFER") to lease the Premises to Tenant on the terms and conditions of this Lease (including, without limitation, any unexercised Option Periods) for a term equal to the unexpired portion of the term of this Lease as of such termination date (the "UNEXPIRED LEASE TERM") calculated as if this Lease had not been terminated and Tenant shall not have accepted such offer by notice to Landlord within thirty (30) days after such offer is given to Tenant (the "TENANT ACCEPTANCE NOTICE"). Notwithstanding the foregoing, in the event that Tenant exercises its option to lease the Premises pursuant to this Section 21.1 (iii), Landlord shall have the option, exercisable within thirty (30) days after Landlord's receipt 41 of the Tenant Acceptance Notice, to nullify the Tenant Acceptance Notice by delivering to Tenant notice and paying to Tenant the Tenant Termination Costs. Upon Tenant's receipt of such nullification notice and the payment of the Tenant Termination Costs, the Tenant Acceptance Notice shall be deemed null and void and of no force and effect and Tenant shall be deemed to have waived and relinquished its right to lease the Premises and Landlord shall at any and all times thereafter be entitled to lease all or any portion of the Premises to others at such rental and upon such terms and conditions as Landlord in its sole discretion may desire.
Appears in 1 contract
Samples: Lease (Sports Club Co Inc)
