Common use of Nonterminability Clause in Contracts

Nonterminability. (a) Except as expressly provided herein, this Lease will not terminate, nor will Lessee have any right to terminate this Lease, nor will Lessee be entitled to any abatement or reduction of Rent hereunder, nor will the obligations of Lessee under this Lease be affected, by reason of (i) any Casualty (as hereinafter defined) or theft with respect to the Leased Property or any part thereof from whatever cause, (ii) any Taking (as hereinafter defined) of the Leased Property or any part thereof, (iii) the prohibition, limitation or restriction of Lessee's use, occupancy or enjoyment of all or any part of the Leased Property, or any interference with such use, occupancy or enjoyment, (iv) any eviction by superior title or otherwise, or any other defect in, or encumbrance on, Lessor's title to the Leased Property or any part thereof, (v) Lessee's acquisition or ownership of the Leased Property or any part thereof, (vi) any default on the part of Lessor under this Lease, or under any other agreement to which Lessor and Lessee may be parties, (vii) the failure of Lessor to deliver possession of the Leased Property or any part thereof on the commencement of the Term, or the impossibility of performance by Lessor, Lessee or both, (viii) any action of any Government Authority (as hereinafter defined), (ix) any breach by Lessor of any express or implied warranty contained in this Lease or created by law, (x) any merger, consolidation or sale of all or substantially all of the assets of Lessee, or (xi) any other cause whether similar or dissimilar to the foregoing, any present or future law or change in law to the contrary notwithstanding. It is the intention of the parties hereto that the obligations of Lessee hereunder will be separate and independent covenants and agreements, that the Rent and all other sums payable by Lessee hereunder will continue to be payable in all events and that the obligations of Lessee hereunder will continue unaffected, unless the requirement to pay or perform the same will have been terminated pursuant to an express provision of this Lease.

Nonterminability. (a) Except as expressly provided herein, this This Lease will shall not terminate, nor will Lessee shall Tenant have any right to terminate this Lease (except as otherwise expressly provided in this Lease, ) nor will Lessee shall Tenant be entitled to any abatement or reduction of Rent rent hereunder, nor will shall the obligations of Lessee Tenant under this Lease be affected, by reason of (i) any Casualty (as hereinafter defined) or theft with respect to the Leased Property or any part thereof from whatever cause, (ii) any Taking (as hereinafter defined) of the Leased Property or any part thereof, (iii) the prohibition, limitation or restriction of LesseeTenant's use, occupancy or enjoyment of all or any part of Napa County use permit for the Leased PropertyPremises, or any interference with such use, occupancy or enjoyment, (iv) any eviction by superior title or otherwise, or any other defect in, or encumbrance on, Lessor's title to the Leased Property or any part thereof, (v) Lessee's acquisition or ownership of the Leased Property or any part thereof, (vi) any default on the part of Lessor under this Lease, or Landlord under any other agreement to which Lessor and Lessee Landlord and/or Tenant may be parties. Tenant agrees that it will remain obligated under this Lease in accordance with its terms, and that it will not take any action to terminate, rescind or avoid this Lease, notwithstanding (viii) the failure of Lessor to deliver possession of the Leased Property bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding-up or other proceeding affecting Landlord in any part thereof on the commencement of the Term, or the impossibility of performance by Lessor, Lessee or both, such proceeding and (viiiii) any action of any Government Authority (as hereinafter defined), (ix) any breach by Lessor of any express or implied warranty contained in with respect to this Lease which may be taken by any trustee or created receiver of Landlord in any such proceeding or by lawany court in any such proceeding. Tenant, (x) any merger, consolidation or sale of all or substantially all of the assets of Lessee, or (xi) notwithstanding any other cause whether similar or dissimilar to the foregoing, any present or future law or change in law to the contrary notwithstanding. It is the intention of the parties hereto that the obligations of Lessee hereunder will be separate and independent covenants and agreements, that the Rent and all other sums payable by Lessee hereunder will continue to be payable in all events and that the obligations of Lessee hereunder will continue unaffected, unless the requirement to pay or perform the same will have been terminated pursuant to an express provision of this Lease and irrespective of any breach of any representation, covenant, agreement or undertaking of any nature whatsoever made by Landlord, shall have no claim or right to proceed against any creditor of Landlord, or representative of such creditor or the holder of any note or other indebtedness of Landlord, or their respective successors or assigns, because of any such breach or default on the part of Landlord under this Lease. The foregoing provisions of this Article 4, however, do not constitute a waiver of any remedy that Tenant may have in damages against Landlord or any other person.

Nonterminability. (a) Except as otherwise expressly provided hereinin this Lease, this Lease will shall not terminate, nor will shall Lessee have any right to terminate this Lease, nor will shall Lessee be entitled to any abatement or reduction of Rent hereunder, nor will shall Lessee have the right to be released or discharged from any obligations of Lessee under this Lease be affectedor liabilities hereunder for any reason, by reason of (i) including without limitation, any Casualty (as hereinafter defined) damage to or theft with respect to the Leased Property or any part thereof from whatever cause, (ii) any Taking (as hereinafter defined) of the Leased Property or any part thereof, (iii) the prohibition, limitation or restriction of Lessee's use, occupancy or enjoyment destruction of all or any part of the Leased PropertyDemised Premises; any restriction, deprivation or prevention of, or any interference with such usewith, any use or occupancy or enjoyment, of the Demised Premises (iv) any eviction by superior title or otherwise, or any other defect in, in or encumbrance on, failure of Lessor's title to the Leased Property or any part thereof, (v) Demised Premises other than as a result of Lessor's intentional actions which dispossess Lessee of Lessee's acquisition possessory interest in the Demised Premises); any condemnation, requisition or ownership other taking or sale of the Leased Property use, occupancy or title to the Demised Premises; any part thereofaction, (vi) any default omission or breach on the part of Lessor under this Lease, Lease or under any other agreement to which between Lessor and Lessee; the inadequacy or failure of this Lease to lease to Lessee may the property intended to be parties, (vii) leased hereby other than as a result of Lessor's actions; Lessee's acquisition of ownership of the Demised Premises or any sale or other disposition of the Demised Premises; the impossibility or illegality of performance by Lessor or Lessee or both; the failure of Lessor to deliver possession of the Leased Property or any part thereof on the commencement of the Term, or the impossibility of performance by Lessor, Lessee or both, (viii) Demised Premises; any action of any Government Authority (as hereinafter defined)court, (ix) any breach by Lessor of any express administrative agency or implied warranty contained in this Lease other governmental authority; or created by law, (x) any merger, consolidation or sale of all or substantially all of the assets of Lessee, or (xi) any other cause cause, whether similar or dissimilar to the foregoing, any present or future law or change in law to the contrary notwithstanding. It is the intention of the parties hereto that the obligations of Lessee hereunder will be separate and independent covenants and agreements, that the Rent and all other sums payable by Lessee hereunder will continue to be payable in all events and that the obligations of Lessee hereunder will continue unaffected, unless the requirement to pay or perform the same will have been terminated pursuant to an express provision of this Lease.

Nonterminability. (a) Except as expressly provided hereinSubject to Sections 2.2 and 2.6 hereof, this Lease will not terminatenotwithstanding anything herein or otherwise to the contrary, neither the rights of the Ground Lessee nor will Lessee have any right to terminate this Lease, nor will Lessee be entitled to any abatement or reduction of Rent hereunder, nor will the obligations of Lessee the Ground Lessor under this Ground Lease shall be affectedterminated, extinguished, diminished, lost or otherwise impaired by any circumstance of any character or for any reason of (i) any Casualty (as hereinafter defined) whatsoever, whether or theft with respect to not the Leased Property or any part thereof from whatever cause, (ii) any Taking (as hereinafter defined) of same involves the Leased Property or any part thereof, (iii) the prohibition, limitation or restriction of Lessee's use, occupancy or enjoyment loss of all or any part of the Leased Propertyleasehold estate granted by this Ground Lease, including without limitation any of the following circumstances or reasons: (a) any damage to or loss or destruction of all or any part of the Facility for any reason whatsoever and of whatever duration, (b) the condemnation, requisition (by eminent domain or otherwise), seizure or other taking of title or use of all or any part of the Facility by any Governmental Entity or otherwise, (c) any prohibition, limitation or restriction on the use by any Person of all or any part of its property or the interference with such use by any Person, or any interference with such useforeclosure or deed in lieu of foreclosure of the Oglethorpe Mortgage, occupancy or enjoymentany termination of the leasehold estate granted by this Ground Lease as a result thereof by operation of law or contract, (iv) or any eviction by superior paramount title or otherwise, (d) any inadequacy, incorrectness or any other defect in, or encumbrance on, Lessor's title to the Leased Property or any part thereof, (v) Lessee's acquisition or ownership failure of the Leased Property or any part thereof, (vi) any default on the part of Lessor under this Lease, or under any other agreement to which Lessor and Lessee may be parties, (vii) the failure of Lessor to deliver possession description of the Leased Property Rocky Mountain Site or the Ground Interest or any part thereof on or any rights or property in which an interest is intended to be granted or conveyed by this Ground Lease, the commencement of the Term, Ground Sublease or the impossibility of performance Ground Sub-sublease, (e) the insolvency, bankruptcy, reorganization or similar proceedings by or against the Ground Lessor, the Ground Lessee or bothany other Person, (viiif) the failure by the Ground Lessee to comply with Section 2.4, 3 or 5 or any action other provision hereof or of any Government Authority (as hereinafter defined), (ix) any breach by Lessor of any express or implied warranty contained in this Lease or created by law, (x) any merger, consolidation or sale of all or substantially all of the assets of Lesseeother Operative Document, or (xig) any other cause reason whatsoever, whether similar or dissimilar to any of the foregoing, . The provisions of this Section 2.5 shall survive the termination of this Lease for any present or future law or change in law to the contrary notwithstandingreason whatsoever. It is the intention The obligations of the parties hereto Ground Lessor under this Section 2.5 are covenants that are independent of the obligations existence of Lessee hereunder will be separate such leasehold and independent covenants and agreements, that shall survive the Rent and all other sums payable by Lessee hereunder will continue to be payable in all events and that the obligations of Lessee hereunder will continue unaffected, unless the requirement to pay or perform the same will have been terminated pursuant to an express provision of this Leasetermination thereof for any reason whatsoever.

Nonterminability. (a) Except as expressly provided hereinSubject to Sections 3.1, this Lease will not terminate3.2 and 3.5 hereof, notwithstanding anything herein or otherwise to the contrary, neither the rights of the Head Lessee nor will Lessee have any right to terminate this Lease, nor will Lessee be entitled to any abatement or reduction of Rent hereunder, nor will the obligations of Lessee the Head Lessor under this Head Lease shall be affectedextinguished, diminished, lost or otherwise impaired by any circumstances of any character or for any reason of (i) any Casualty (as hereinafter defined) whatsoever, whether or theft with respect to not the Leased Property or any part thereof from whatever cause, (ii) any Taking (as hereinafter defined) of same involves the Leased Property or any part thereof, (iii) the prohibition, limitation or restriction of Lessee's use, occupancy or enjoyment loss of all or any part of the Leased Propertyleasehold estate granted by this Head Lease, including, without limitation, any of the following circumstances or reasons: (a) any damage to or loss or destruction of all or any part of the Facility for any reason whatsoever and of whatever duration, (b) the condemnation, requisition (by eminent domain or otherwise), seizure or other taking of title or use of all or any part of the Facility by any Governmental Entity or otherwise, (c) any prohibition, limitation or restriction on the use by any Person of all or any part of its property or the interference with such use by any Person, or any interference with such useforeclosure or deed in lieu of foreclosure of the Oglethorpe Mortgage, occupancy or enjoymentany termination of this Head Lease as a result thereof by operation of law or contract, (iv) or any eviction by superior paramount title or otherwise, (d) any inadequacy, incorrectness or any other defect in, or encumbrance on, Lessor's title to the Leased Property or any part thereof, (v) Lessee's acquisition or ownership failure of the Leased Property or any part thereof, (vi) any default on the part of Lessor under this Lease, or under any other agreement to which Lessor and Lessee may be parties, (vii) the failure of Lessor to deliver possession description of the Leased Property Facility or the Undivided Interest or any part thereof on or any rights or property in which an interest is intended to be granted or conveyed by this Head Lease, (e) the commencement of insolvency, bankruptcy, reorganization or similar proceedings by or against the Term, or the impossibility of performance by Head Lessor, the Head Lessee or bothany other Person, (viiif) the failure by the Head Lessee to comply with Section 3, 5, 6 or 7 or any action other provision hereof or of any Government Authority (as hereinafter defined), (ix) any breach by Lessor of any express or implied warranty contained in this Lease or created by law, (x) any merger, consolidation or sale of all or substantially all of the assets of Lessee, other Operative Documents or (xig) any other cause reason whatsoever, whether similar or dissimilar to any of the foregoing, . The provisions of this Section 3.4 shall survive the termination of this Head Lease for any present or future law or change in law to the contrary notwithstandingreason whatsoever. It is the intention The obligations of the parties hereto Head Lessor hereunder are covenants that are independent of the obligations existence of Lessee hereunder will be separate such leasehold and independent covenants and agreements, that shall survive the Rent and all other sums payable by Lessee hereunder will continue to be payable in all events and that the obligations of Lessee hereunder will continue unaffected, unless the requirement to pay or perform the same will have been terminated pursuant to an express provision of this Leasetermination thereof for any reason whatsoever.