Common use of Major Restoration Clause in Contracts

Major Restoration. In the event there shall be a Net Award or Net Proceeds other than as described in subsection 1.11.3, Mortgagee shall have the option to apply such Net Award or Net Proceeds, as the case may be, to prepayment of the Obligations, in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require Restoration of the Mortgaged Property. In the event Restoration is required by Mortgagee under this subsection 1.11.4, Mortgagee shall not release any part of the Net Award or the Net Proceeds except in accordance with the provisions of subsection 1.11.5, and Mortgagor shall, prior to commencing any work to effect a Restoration of the Premises and the Equipment, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to Mortgagee: (i) complete plans and specifications ("Plans and Specifications") for the Restoration; (ii) an opinion of counsel to Mortgagor, which shall be independent counsel acceptable to Mortgagee ("Opinion of Counsel"), (a) listing all permits and approvals required by law in connection with the Restoration and (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; (iii) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (b) such signatory's estimate ("Estimate") of the costs of completing the Restoration, and (c) that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iv) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty of, or irrevocable letter of credit ("Letter of Credit") or other irrevocable and unconditional commitment to provide funds ("Commitment") for the payment of the cost of such Restoration, payable to or in favor of Mortgagee, as agent for the Lenders, which bond, guaranty, Letter of Credit or Commitment (a) shall be signed by a surety or sureties or guarantors(s), as the case may be, acceptable to Mortgagee, and, in the case of a Letter of Credit or Commitment, shall be provided by a bank or other financial institution having capital and surplus in excess of $500,000,000 as shown in its most recent available statement of financial condition, and (b) shall be in an amount not less than the Estimate minus the amount of the Net Proceeds or the Net Award, as the case may be, then held by Mortgagee for application toward the cost of such Restoration. Mortgagee shall have the right to review and approve the Plans and Specifications. Promptly upon any approval of the Plans and Specifications by Mortgagee, Mortgagor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor shall so complete such Restoration with its own funds o extent that amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be a Net ----------------- Condemnation Award or Net Insurance Proceeds other in an amount equal to or greater than as described in subsection 1.11.3$1,000,000, the Mortgagee shall have the option to apply such Net Condemnation Award or Net Insurance Proceeds, as the case may be, to prepayment the payment of the Obligations, Secured Obligations in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under Section 2.13(f) --------------- of the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require a Restoration of the Mortgaged PropertyPremises. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.4Section 10.4, the Mortgagee ------------ shall not release any part of the Net Condemnation Award or the Net Insurance Proceeds except in accordance with the provisions of subsection 1.11.5Section 10.5 hereof, and ------------ the Mortgagor shall, prior to commencing any work to effect a Restoration of the Premises and the EquipmentPremises, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to the Mortgagee: (i) complete plans and specifications (the "Plans and --------- Specifications") for the Restoration; ; -------------- (ii) a certificate (an opinion "Architect's Certificate") of counsel to Mortgagoran independent, which shall be independent counsel ----------------------- reputable architect or engineer acceptable to the Mortgagee and licensed in the state where the Premises are located ("Opinion of Counsel"), (aA) listing all permits and approvals required by law in connection with the Restoration and Restoration, (bB) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; , (iiiC) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bD) stating such signatory's estimate (an "Estimate") of the costs -------- of completing the Restoration, Restoration and (cE) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iv) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty of, or irrevocable letter of credit ("Letter of Credit") or other irrevocable and unconditional commitment to provide funds ("Commitment") for the payment of the cost of such Restoration, payable to or in favor of Mortgagee, as agent for the Lenders, which bond, guaranty, Letter of Credit or Commitment (a) shall be signed by a surety or sureties or guarantors(s), as the case may be, acceptable to Mortgagee, and, in the case of a Letter of Credit or Commitment, shall be provided by a bank or other financial institution having capital and surplus in excess of $500,000,000 as shown in its most recent available statement of financial condition, and (b) shall be in an amount not less than the Estimate minus the amount of the Net Proceeds or the Net Award, as the case may be, then held by Mortgagee for application toward the cost of such Restoration. Mortgagee shall have the right to review and approve the Plans and Specifications. Promptly upon any approval of the Plans and Specifications by Mortgagee, Mortgagor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor shall so complete such Restoration with its own funds o extent that amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be a Net Award or ----------------- Net Proceeds other than as described in subsection 1.11.31.13.3, Mortgagee Grantor shall have the option to apply such Net Award or Net Proceeds, as the case may be, to prepayment of the Obligations, as Net Cash Proceeds in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under Section 3.02(B)(a) of the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require a Restoration of the Mortgaged Property. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.41.13.4, Mortgagee Beneficiary shall not release any part of the Net Award or the Net Proceeds except in accordance with the provisions of subsection 1.11.51.13.5, and Mortgagor Grantor shall, prior to commencing any work to effect a Restoration of the Premises and the Equipment, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to MortgageeBeneficiary: (i) complete plans and specifications (the "Plans and Specifications") for the Restoration; (ii) a certificate (an opinion "Architect's Certificate") of counsel to Mortgagoran independent, which shall be independent counsel reputable architect or engineer reasonably acceptable to Mortgagee ("Opinion of Counsel"), Beneficiary and licensed in the state where the Premises is located (a) listing all permits and approvals required by law in connection with the Restoration and Restoration, (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; , (iiic) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bd) stating such signatory's estimate (an "Estimate") of the costs of completing the Restoration, Restoration and (ce) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iviii) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty guarantee of, or irrevocable letter of credit (a "Letter of Credit") or other irrevocable and unconditional commitment to provide funds (each, a "Commitment") for the payment of the excess cost of such Restoration, payable to or in favor of MortgageeBeneficiary, as agent for the LendersCollateral Agent, which bond, guaranty, Letter of Credit or Commitment (aA) shall be signed by a surety or sureties or guarantors(sguarantor(s), as the case may be, reasonably acceptable to Mortgagee, Beneficiary and, in the case of a Letter of Credit or Commitment, shall be provided by a bank or other financial institution having capital and surplus in excess of $500,000,000 250 million as shown in its most recent available statement of financial condition, condition and (bB) shall be in an amount not less than the excess of the amount of the Estimate minus over the amount of the Net Proceeds Award or the Net AwardProceeds, as the case may be, then held by Mortgagee Beneficiary for application toward the cost of such Restoration. Mortgagee Beneficiary shall have the right to review and approve the Plans and SpecificationsSpecifications as to structural matters only, such review and approval not to be unreasonably withheld or delayed. Promptly upon any approval of the Plans and Specifications by MortgageeBeneficiary, Mortgagor Grantor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor Grantor shall so complete such Restoration with its own funds o to the extent that the amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be Mortgagor is permitted or required to apply a Net Award or Net Proceeds other in accordance with the provisions of Section 2.7(c) of the Credit Agreement and such Net Award or Net Proceeds is in an amount greater than as described in subsection 1.11.3$250,000, Mortgagee shall have the option to apply such Net Award or Net Proceeds, as the case may be, to prepayment of the Obligations, in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require perform a Restoration of the Mortgaged PropertyPremises and Equipment. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.41.13.4, Mortgagee shall not release any part of the Net Award or the Net Proceeds except in accordance with the provisions of subsection 1.11.51.13.5, and Mortgagor shall, prior to commencing any work to effect a Restoration of the Premises and the Equipment, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to Mortgagee: (i) complete plans and specifications (the "Plans and Specifications") for the Restoration; (ii) an opinion of counsel to Mortgagor, which shall be independent counsel acceptable to Mortgagee ("Opinion of Counsel"), (a) listing all permits and approvals required by law in connection with the Restoration and (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; (iii) a certificate (an "Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are is located stating (a) listing all permits and approvals required by law in connection with the Restoration, (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained, (c) stating that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bd) stating such signatory's estimate (an "Estimate") of the costs of completing the Restoration, Restoration and (ce) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iviii) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty guarantee of, or irrevocable letter of credit (a "Letter of Credit") or other irrevocable and unconditional commitment to provide funds (each, a "Commitment") for the payment of the excess cost of such Restoration, payable to or in favor of Mortgagee, as agent for the LendersAdministrative Agent, which bond, guaranty, Letter of Credit or Commitment (aA) shall be signed by a surety or sureties or guarantors(sguarantor(s), as the case may be, acceptable to Mortgagee, Mortgagee and, in the case of a Letter of Credit or Commitment, shall be provided by a bank Lender or other financial institution having capital and surplus in excess of $500,000,000 500 million as shown in its most recent available statement of financial condition, condition and (bB) shall be in an amount not less than the excess of the amount of the Estimate minus over the amount of the Net Proceeds Award or the Net AwardProceeds, as the case may be, then held by Mortgagee for application toward the cost of such Restoration. Mortgagee shall have the right to review and approve the Plans and Specifications. Promptly upon any approval of the Plans and Specifications by Mortgagee, Mortgagor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor shall so complete such Restoration with its own funds o to the extent that the amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be a Net Award or Net Proceeds other than as described in subsection 1.11.31.13.3, Mortgagee Grantor shall have the option (absent the occurrence and continuance of an Event of Default) to apply such Net Award or Net Proceeds, as the case may be, to prepayment the payment of the Obligations, Secured Obligations in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under Sections 2.10(i) and 2.10(vi), as applicable, of the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require perform a Restoration of the Mortgaged PropertyProperty as contemplated by and in accordance with the provisions of Sections 2.10(i) and 2.10(vi), as applicable, of the Credit Agreement. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.41.13.4, Mortgagee Beneficiary shall not release any part of the Net Award or the Net Proceeds except in accordance with the provisions of subsection 1.11.51.13.5, and Mortgagor Grantor shall, prior to commencing any work to effect a Restoration of the Premises and the Equipment, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to MortgageeBeneficiary: (i) complete plans and specifications ("the “Plans and Specifications"”) for the Restoration; (ii) a certificate (an opinion “Architect’s Certificate”) of counsel to Mortgagoran independent, which shall be independent counsel reputable architect or engineer acceptable to Mortgagee ("Opinion of Counsel"), Beneficiary and licensed in the state where the Premises are located (a) listing all permits and approvals required by law in connection with the Restoration and Restoration, (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; , (iiic) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bd) stating such signatory's ’s estimate ("an “Estimate"”) of the costs of completing the Restoration, Restoration and (ce) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iviii) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty guarantee of, or irrevocable letter of credit ("a “Letter of Credit"”) or other irrevocable and unconditional commitment to provide funds ("each, a “Commitment"”) for the payment of the excess cost of such Restoration, payable to or in favor of MortgageeBeneficiary, as agent for the LendersCollateral Agent, which bond, guaranty, Letter of Credit or Commitment (aA) shall be signed by a surety or sureties or guarantors(sguarantor(s), as the case may be, acceptable to Mortgagee, Beneficiary and, in the case of a Letter of Credit or Commitment, shall be provided by a bank Lender or other financial institution having capital and surplus in excess of $500,000,000 500 million as shown in its most recent available statement of financial condition, condition and (bB) shall be in an amount not less than the excess of the amount of the Estimate minus over the amount of the Net Proceeds Award or the Net AwardProceeds, as the case may be, then held by Mortgagee Beneficiary for application toward the cost of such Restoration. Mortgagee Beneficiary shall have the right to review and approve the Plans and SpecificationsSpecifications and to grant such waivers from the other requirements of the preceding claims (i), (ii) and (iii) as Beneficiary may in its discretion deem appropriate. Promptly upon any approval of the Plans and Specifications by MortgageeBeneficiary, Mortgagor Grantor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor Grantor shall so complete such Restoration with its own funds o to the extent that the amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be a Net Award or Net Proceeds other than as described in subsection 1.11.31.13.3, Mortgagee Grantor shall have the option to apply such Net Award or Net Proceeds, as the case may be, to prepayment of the Obligations, as Net Cash Proceeds in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under Section 3.02(B)(a) of the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require a Restoration of the Mortgaged Property. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.41.13.4, Mortgagee Beneficiary shall not release any part of the Net Award or the Net Proceeds except in accordance with the provisions of subsection 1.11.51.13.5, and Mortgagor Grantor shall, prior to commencing any work to effect a Restoration of the Premises and the Equipment, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to MortgageeBeneficiary: (i) complete plans and specifications (the "Plans and Specifications") for the Restoration; (ii) a certificate (an opinion "Architect's Certificate") of counsel to Mortgagoran independent, which shall be independent counsel reputable architect or engineer reasonably acceptable to Mortgagee ("Opinion of Counsel"), Beneficiary and licensed in the state where the Premises is located (a) listing all permits and approvals required by law in connection with the Restoration and Restoration, (b) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; , (iiic) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bd) stating such signatory's estimate (an "Estimate") of the costs of completing the Restoration, Restoration and (ce) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iviii) if the Estimate exceeds the Net Proceeds or the Net Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty guarantee of, or irrevocable letter of credit (a "Letter of Credit") or other irrevocable and unconditional commitment to provide funds (each, a "Commitment") for the payment of the excess cost of such Restoration, payable to or in favor of MortgageeBeneficiary, as agent for the LendersCollateral Agent, which bond, guaranty, Letter of Credit or Commitment (aA) shall be signed by a surety or sureties or guarantors(sguarantor(s), as the case may be, reasonably acceptable to Mortgagee, Beneficiary and, in the case of a Letter of Credit or Commitment, shall be provided by a bank or other financial institution having capital and surplus in excess of $500,000,000 250 million as shown in its most recent available statement of financial condition, condition and (bB) shall be in an amount not less than the excess of the amount of the Estimate minus over the amount of the Net Proceeds Award or the Net AwardProceeds, as the case may be, then held by Mortgagee Beneficiary for application toward the cost of such Restoration. Mortgagee Beneficiary shall have the right to review and approve the Plans and SpecificationsSpecifications as to structural matters only, such review and approval not to be unreasonably withheld or delayed. Promptly upon any approval of the Plans and Specifications by MortgageeBeneficiary, Mortgagor Grantor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. Mortgagor Grantor shall so complete such Restoration with its own funds o to the extent that the amount of any Net Award or Net Proceeds is insufficient for such purpose.

Major Restoration. In the event there shall be a Net ----------------- Condemnation Award or Net Insurance Proceeds other in an amount equal to or greater than as described in subsection 1.11.3$1,000,000, the Mortgagee shall have the option to apply such Net Condemnation Award or Net Insurance Proceeds, as the case may be, to prepayment the payment of the Obligations, Secured Obligations in accordance with the provisions of the Credit Agreement (or in the event this Mortgage shall not then secure amounts due from Mortgagor under Section 2.13(f) --------------- of the Credit Agreement or the Guaranty, such prepayment shall be credited against amounts due in respect of the ASI-BV Intercompany Note), or to continue to hold such Net Award or Net Proceeds as additional collateral to secure the performance by Mortgagor of the Obligations, or to require a Restoration of the Mortgaged PropertyPremises. In the event a Restoration is required by Mortgagee to be performed under this subsection 1.11.4Section 10.4, the Mortgagee ------------ shall not release any part of the Net Condemnation Award or the Net Insurance Proceeds except in accordance with the provisions of subsection 1.11.5Section 10.5 hereof, and ------------ the Mortgagor shall, prior to commencing any work to effect a Restoration of the Premises and the EquipmentPremises, promptly (but in no event later than ninety (90) days following any Destruction or Taking) furnish to the Mortgagee: (i) complete plans and specifications (the "Plans and --------- Specifications") for the Restoration;; -------------- (ii) the written consent of Lessor to the Restoration to the extent such consent is required by the terms of the Mortgaged Lease; (iii) a certificate (an opinion "Architect's Certificate") of counsel to Mortgagoran ----------------------- independent, which shall be independent counsel reputable architect or engineer acceptable to the Mortgagee and licensed in the state where the Premises are located ("Opinion of Counsel"), (aA) listing all permits and approvals required by law in connection with the Restoration and Restoration, (bB) stating that all permits and approvals required by law to commence work in connection with the Restoration have been obtained; , (iiiC) a certificate ("Architect's Certificate") of an independent, reputable architect or engineer acceptable to Mortgagee and licensed in the state where the Premises are located stating (a) that the Plans and Specifications have been reviewed and approved by the signatory thereto, and (bD) stating such signatory's estimate (an "Estimate") of the costs -------- of completing the Restoration, Restoration and (cE) stating that upon completion of such Restoration in accordance with the Plans and Specifications, the value and utility of the Premises and the Equipment will be approximately equal to or greater than the value and utility thereof immediately prior to the Destruction or Taking relating to such Restoration; and (iv) if the Estimate exceeds the Net Insurance Proceeds or the Net Condemnation Award, as the case may be, by $50,000 or more and an Event of Default shall have occurred and be continuing, a surety bond for, guaranty guarantee of, or irrevocable letter of credit (a "Restoration Letter of Credit") or other ---------------------------- irrevocable and unconditional commitment to provide funds (each, a "Restoration Commitment") for the payment of the excess cost of such ---------------------- Restoration, payable to or in favor of the Mortgagee, as agent for the LendersCollateral Agent, which bond, guaranty, Restoration Letter of Credit or Restoration Commitment (aA) shall be signed by a surety or sureties or guarantors(sguarantor(s), as the case may be, acceptable to Mortgagee, the Mortgagee and, in the case of a Restoration Letter of Credit or Restoration Commitment, shall be provided by a bank Lender or other financial institution having capital and surplus in excess of $500,000,000 500 million as shown in its most recent available statement of financial condition, condition and (bB) shall be in an amount not less than the excess of the amount of the Estimate minus over the amount of the Net Proceeds Condemnation Award or the Net AwardInsurance Proceeds, as the case may be, then held by the Mortgagee for application toward the cost of such Restoration. The Mortgagee shall have the right to review and approve the Plans and Specifications, which approval shall not be unreasonably withheld, conditioned or delayed. Promptly upon any approval of the Plans and Specifications by the Mortgagee, the Mortgagor shall commence and diligently continue to perform the Restoration in accordance with such approved Plans and Specifications. The Mortgagor shall so complete such Restoration with its own funds o to the extent that the amount of any Net Condemnation Award or Net Insurance Proceeds is insufficient for such purpose.