Common use of Reconstruction in the Event of Damage or Destruction Covered by Insurance Clause in Contracts

Reconstruction in the Event of Damage or Destruction Covered by Insurance. (a) Except as provided in Section 14.7, with respect to any Facility, if during the Term the portion of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII and such portion of the Leased Property is thereby rendered Unsuitable for its Primary Intended Use (the “Casualty Impacted Facility”), Lessee shall elect, by giving written notice to Lessor within sixty (60) days following the date of such destruction, one of the following: (i) to restore such portion of the Leased Property relating to such Casualty Impacted Facility to substantially the same condition as existed immediately before the damage or destruction, or (ii) so long as no Event of Default then exists, to purchase such portion of the Leased Property from Lessor for the applicable Option Price (as defined herein), in which case all insurance proceeds payable pursuant to Section 14.1 with respect to the Casualty Impacted Facility shall be paid over to, or retained by, Lessee and the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, or (iii) so long as the damage or destruction was not caused by the negligence of Lessee, its agents, servants, employees or contractors, to terminate this Lease with respect to the portion of the Leased Property relating to such Casualty Impacted Facility and, in this event, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, Lessor shall be entitled to retain the insurance proceeds, and Lessee shall pay to Lessor on demand, the amount of any deductible or uninsured loss arising in connection therewith. In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(a), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. For purposes of any appraisal conducted in accordance with this Section, such appraisal shall not take into account the damage or destruction giving rise to Lessee’s rights hereunder. The “Option Price” for a particular portion of the Leased Property relating to the Casualty Impacted Facility shall be calculated in the manner set forth on Schedule 14.2. (b) Except as provided in Section 14.7, with respect to any Facility, if, during the Term, the portion of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII, but such portion of the Leased Property is not thereby rendered Unsuitable for its Primary Intended Use, Lessee shall restore such portion of the Leased Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease with respect to such portion of the Leased Property; provided, however, if Lessor determines in its sole discretion that Lessee cannot within a reasonable time obtain all necessary governmental approvals, including building permits, licenses, conditional use permits and any certificates of need, after good-faith, diligent efforts to do so, in order to be able to perform all required repair and restoration work and to operate such Facility for its Primary Intended Use in substantially the same manner as immediately prior to such damage or destruction, so long as no Event of Default then exists, Lessee shall have the option, by giving written notice to Lessor within sixty (60) days following the date of such damage or destruction, to purchase such portion of the Leased Property for a purchase price equal to the Option Price (less the amount of any insurance proceeds held by Lessor). In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(b), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. (c) With respect to each Facility, if the cost of the repair or restoration of the portion of the Leased Property relating thereto exceeds the amount of insurance proceeds received by Lessor, Lessee shall be obligated to contribute any excess amount needed to restore the portion of the Leased Property relating to such Facility prior to use of the insurance proceeds. Such amount shall be paid by Lessee to Lessor (or a Facility Lender if required) to be held in trust together with any other insurance proceeds for application to the cost of repair and restoration. (d) With respect to each Facility, in the event Lessee elects to purchase the portion of the Leased Property relating to such Facility pursuant to this Section 14.2, this Lease shall terminate with respect to such portion of the Leased Property upon payment of the purchase price and transfer of title to such portion of the Leased Property to Lessee, the Base Rent shall be reduced in accordance with Section 5.2, and Lessor shall transfer to Lessee its rights in or remit to Lessee all insurance proceeds being held in trust by Lessor or the Facility Lender on or prior to the closing of Lessee’s purchase of such portion of the Leased Property. (e) Notwithstanding any provisions hereof to the contrary, it is hereby acknowledged and agreed that, with respect to the portions of the Leased Property relating to the Huntington Beach Facility, the La Palma Facility and the West Anaheim Facility, Prime A shall have the sole and exclusive right to exercise any purchase option provided under this Article XIV to acquire such portions of the Leased Property.

Reconstruction in the Event of Damage or Destruction Covered by Insurance. (a) Except as provided in Section 14.7, with respect to any Facility, if during the Term the portion of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII and such portion of the Leased Property is thereby rendered Unsuitable for its Primary Intended Use (the “Casualty Impacted Facility”), Lessee shall elect, by giving written notice to Lessor within sixty (60) days following the date of such destruction, one of the following: (i) to restore such portion of the Leased Property relating to such Casualty Impacted Facility to substantially the same condition as existed immediately before the damage or destruction, or (ii) so long as no Event of Default then exists, to purchase such portion of the Leased Property from Lessor for the applicable Option Price (as defined herein), in which case all insurance proceeds payable pursuant to Section 14.1 with respect to the Casualty Impacted Facility shall be paid over to, or retained by, Lessee and and, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, or (iii) so long as the damage or destruction was not caused by the negligence of Lessee, its agents, servants, employees or contractors, to terminate this Lease with respect to the portion of the Leased Property relating to such Casualty Impacted Facility and, in this event, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, Lessor shall be entitled to retain the insurance proceeds, and Lessee shall pay to Lessor on demand, the amount of any deductible or uninsured Xxxx arising in connection therewith and, in addition, Lessee shall, within ten (10) days following receipt of an appraisal reflecting the Fair Market Value Purchase Price of the Casualty Impacted Facility (such appraisal to be undertaken and completed within forty-five (45) days following the date of such termination notice (given pursuant to this Section 14.2(a) and in accordance with Article XXXIII hereof)), pay to Lessor the excess, if any, of the applicable Option Price over the sum of (x) the Fair Market Value Purchase Price of such portion of the Leased Property, plus (y) the insurance proceeds received by Lessor, plus (z) the amount of any deductible or uninsured loss arising in connection therewiththerewith that was paid to Lessor as provided in this clause (iii) (the “Casualty Make-Up Payment”). In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(a), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. For purposes of any appraisal conducted in accordance with this Section, such appraisal shall not take into account the damage or destruction giving rise to Lessee’s rights hereunder. The “Option Price” for a particular portion of the Leased Property relating to the Casualty Impacted Facility shall be calculated in the manner set forth on Schedule 14.2. (b) Except as provided in Section 14.7, with respect to any Facility, if, during the Term, the portion of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII, but such portion of the Leased Property is not thereby rendered Unsuitable for its Primary Intended Use, Lessee shall restore such portion of the Leased Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease with respect to such portion of the Leased Property; provided, however, if Lessor determines in its sole discretion that Lessee cannot within a reasonable time obtain all necessary governmental approvals, including building permits, licenses, conditional use permits and any certificates of need, after good-faith, diligent efforts to do so, in order to be able to perform all required repair and restoration work and to operate such Facility for its Primary Intended Use in substantially the same manner as immediately prior to such damage or destruction, so long as no Event of Default then exists, Lessee shall have the option, by giving written notice to Lessor within sixty (( 60) days following the date of such damage or destruction, to purchase such portion of the Leased Property for a purchase price equal to the Option Price (less the amount of any insurance proceeds held by Lessor). In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(b), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. (c) With respect to each Facility, if the cost of the repair or restoration of the portion of the Leased Property relating thereto exceeds the amount of insurance proceeds received by Lessor, Lessee shall be obligated to contribute any excess amount needed to restore the portion of the Leased Property relating to such Facility prior to use of the insurance proceeds. Such amount shall be paid by Lessee to Lessor (or a Facility Lender if required) to be held in trust together with any other insurance proceeds for application to the cost of repair and restoration. (d) With respect to each Facility, in the event Lessee elects to purchase the portion of the Leased Property relating to such Facility pursuant to this Section 14.2, this Lease shall terminate with respect to such portion of the Leased Property upon payment of the purchase price and transfer of title to such portion of the Leased Property to Lessee, the Base Rent shall be reduced in accordance with Section 5.2, and Lessor shall transfer to Lessee its rights in or remit to Lessee all insurance proceeds being held in trust by Lessor or the Facility Lender on or prior to the closing of Lessee’s purchase of such portion of the Leased Property. (e) Notwithstanding any provisions hereof to the contrary, it is hereby acknowledged and agreed that, with respect to the portions of the Leased Property relating to the Huntington Beach Facility, the La Palma Facility and the West Anaheim Facility, Prime A shall have the sole and exclusive right to exercise any purchase option provided under this Article XIV to acquire such portions of the Leased Property.

Reconstruction in the Event of Damage or Destruction Covered by Insurance. (a) Except as provided in Section 14.7, with respect Subject to any Facilitysubsection (c) below, if during the Term the portion of the Leased Property relating thereto Facility is totally or partially substantially destroyed from by a risk covered by the insurance described in Article XIII and such portion of 14 so that the Leased Property Facility thereby is thereby rendered Unsuitable unsuitable for its Primary Intended Use Permitted Use(s) (taking into account all relevant factors, including, but not limited to, the “Casualty Impacted Facility”number of useable units and beds and the amount of square footage reasonably available for use by Tenant and the type and amount of revenue lost), Lessee Tenant shall elect, by giving written notice to Lessor within sixty (60) days following the date of such destruction, one of the following: (i) use insurance proceeds hereunder to restore such portion of the Leased Property relating to such Casualty Impacted Facility to substantially the same condition as existed immediately before the damage or destruction, or (ii) so long as no Event of Default then exists, to purchase such portion of the Leased Property from Lessor for the applicable Option Price (as defined herein), and this Lease shall continue in which case all full force and effect. The insurance proceeds payable pursuant to Section 14.1 with respect to the Casualty Impacted Facility shall be paid over to, to Tenant or retained by, Lessee and the total Base Rent payable hereunder shall be reduced its designee in accordance with Section 5.2, or (iii) so long 15.1 from time to time as necessary to pay for the damage or destruction was not caused by the negligence costs of Lessee, its agents, servants, employees or contractors, to terminate this Lease with respect to the portion of the Leased Property relating to such Casualty Impacted Facility and, in this event, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, Lessor shall be entitled to retain the insurance proceeds, and Lessee shall pay to Lessor on demand, the amount of any deductible or uninsured loss arising in connection therewith. In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(a), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. For purposes of any appraisal conducted in accordance with this Section, such appraisal shall not take into account the damage or destruction giving rise to Lessee’s rights hereunder. The “Option Price” for a particular portion of the Leased Property relating to the Casualty Impacted Facility shall be calculated in the manner set forth on Schedule 14.2restoration. (b) Except as provided If the cost of any such repair or restoration exceeds the amount of proceeds received by Landlord (or the insurance trustee described in Section 14.715.1) and paid over to Tenant from the insurance required under Article 14, with respect Tenant shall contribute any and all excess amounts necessary to any repair or restore the Facility. (c) Notwithstanding the foregoing, if, in the event that either (i) more than seventy five percent (75%) of the Facility (by area or value) is substantially destroyed during the Termfinal twelve (12) months of the then current Initial Term or Extended Term of this Lease as a result of a fully insured (subject to the deductible provision of the insurance coverage) casualty (including but not limited to, the portion business interruption 05191N:091419:828868:7:NASHVILLE coverage described in Section 14.1.4 or (ii) regardless of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII, but such portion extent of the Leased Property is not thereby rendered Unsuitable for its Primary Intended Use, Lessee shall restore such portion of the Leased Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease with respect to such portion of the Leased Property; provided, however, if Lessor determines in its sole discretion that Lessee cannot within a reasonable time obtain all necessary governmental approvals, including building permits, licenses, conditional use permits and any certificates of need, after good-faith, diligent efforts to do so, in order to be able to perform all required repair and restoration work and to operate such Facility for its Primary Intended Use in substantially the same manner as immediately prior to such damage or destruction, so long as no Event the repair or reconstruction of Default then existsthe Facility is prohibited under applicable law, Lessee shall have the optionincluding, but not limited to, licensure law, zoning law and/or building code law, Tenant may elect, by giving written notice to Lessor Landlord within sixty thirty (6030) days following of the date of such damage or destructioncasualty, to purchase such portion terminate this Lease effective as of the Leased Property for a purchase price equal to date such notice of termination is given. If the Option Price (less the amount of any Lease is so terminated, all insurance proceeds held by Lessor). In including the event Lessee purchases such portion of the Leased Property pursuant to this business interruption coverage required in Section 14.2(b)14.1.4 above, the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. (c) With respect to each Facility, if the cost of the repair or restoration of the portion of the Leased Property relating thereto exceeds the amount of insurance proceeds received by Lessor, Lessee shall be obligated to contribute any excess amount needed to restore the portion of the Leased Property relating to such Facility prior to use of the insurance proceeds. Such amount shall be paid by Lessee to Lessor (or a Facility Lender if required) Landlord. In addition, Tenant shall pay to be held in trust together with Landlord an amount equal to any other insurance proceeds for application to the cost of repair and restoration. (d) With respect to each Facility, in the event Lessee elects to purchase the portion deductible feature of the Leased Property relating to such Facility pursuant to this Section 14.2, this Lease shall terminate with respect to such portion of the Leased Property upon payment of the purchase price and transfer of title to such portion of the Leased Property to Lessee, the Base Rent shall be reduced in accordance with Section 5.2, and Lessor shall transfer to Lessee its rights in or remit to Lessee all casualty insurance proceeds being held in trust by Lessor or the Facility Lender on or prior to the closing of Lessee’s purchase of such portion of the Leased Propertycoverage. (e) Notwithstanding any provisions hereof to the contrary, it is hereby acknowledged and agreed that, with respect to the portions of the Leased Property relating to the Huntington Beach Facility, the La Palma Facility and the West Anaheim Facility, Prime A shall have the sole and exclusive right to exercise any purchase option provided under this Article XIV to acquire such portions of the Leased Property.

Reconstruction in the Event of Damage or Destruction Covered by Insurance. (a) Except as provided in Section 14.7, with respect Subject to any Facilitysubsection (c) below, if during the Term the portion of the Leased Property relating thereto a Facility is totally or partially substantially destroyed from by a risk covered by the insurance described in Article XIII and such portion of 14 so that the Leased Property Facility thereby is thereby rendered Unsuitable unsuitable for its Primary Intended Use Permitted Use(s) (taking into account all relevant factors, including, but not limited to, the “Casualty Impacted Facility”number of useable units and the amount of square footage reasonably available for use by Tenant and the type and amount of revenue lost), Lessee Tenant shall elect, by giving written notice to Lessor within sixty (60) days following the date of such destruction, one of the following: (i) use insurance proceeds hereunder to restore such portion of the Leased Property relating to such Casualty Impacted Facility to substantially the same condition as existed immediately before the damage or destruction, or (ii) so long as no Event of Default then exists, to purchase such portion of the Leased Property from Lessor for the applicable Option Price (as defined herein), and this Lease shall continue in which case all full force and effect. The insurance proceeds payable pursuant to Section 14.1 with respect to the Casualty Impacted Facility shall be paid over to, to Tenant or retained by, Lessee and the total Base Rent payable hereunder shall be reduced its designee in accordance with Section 5.2, or (iii) so long 15.1 from time to time as necessary to pay for the damage or destruction was not caused by the negligence costs of Lessee, its agents, servants, employees or contractors, to terminate this Lease with respect to the portion of the Leased Property relating to such Casualty Impacted Facility and, in this event, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, Lessor shall be entitled to retain the insurance proceeds, and Lessee shall pay to Lessor on demand, the amount of any deductible or uninsured loss arising in connection therewith. In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(a), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. For purposes of any appraisal conducted in accordance with this Section, such appraisal shall not take into account the damage or destruction giving rise to Lessee’s rights hereunder. The “Option Price” for a particular portion of the Leased Property relating to the Casualty Impacted Facility shall be calculated in the manner set forth on Schedule 14.2restoration. (b) Except as provided If the cost of any such repair or restoration exceeds the amount of proceeds received by Landlord (or the insurance trustee described in Section 14.715.1) and paid over to Tenant from the insurance required under Article 14, with respect Tenant shall contribute any and all excess amounts necessary to repair or restore the Facility. (c) Notwithstanding the foregoing, in the event that either (i) more than seventy five percent (75%) of any Facility, if, Facility (by area or value) is substantially destroyed during the Termfinal twelve (12) months of the Term as a result of a fully insured (subject to the deductible provision of the insurance coverage) casualty (including but not limited to, the portion business interruption coverage described in Section 14.1.4) or (ii) regardless of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII, but extent of such portion of the Leased Property is not thereby rendered Unsuitable for its Primary Intended Use, Lessee shall restore such portion of the Leased Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease with respect to such portion (A) the repair or reconstruction of the Leased Property; providedFacility is prohibited under applicable law, howeverincluding, if Lessor determines in its sole discretion that Lessee canbut not within limited to, licensure law, zoning law and/or building code law or (B) the proceeds of insurance are paid to Landlord or a reasonable time obtain all necessary governmental approvalsFacility Mortgagee, including building permitsand such proceeds are not promptly made available to Tenant by Landlord or a Facility Mortgagee, licenses, conditional use permits and any certificates of need, after good-faith, diligent efforts to do soas applicable, in order to be able to perform all required repair and restoration work and to operate such Facility for its Primary Intended Use in substantially the same manner as immediately prior to such damage or destructioneither event, so long as no Event of Default then exists, Lessee shall have the optionTenant may elect, by giving written notice to Lessor Landlord within sixty thirty (6030) days following of the date of such damage or destructioncasualty, to purchase such portion terminate this Lease as to the affected Facility effective as of the Leased Property for a purchase price equal to date such notice of termination is given. If the Option Price (less the amount of any Lease is so terminated, all insurance proceeds held by Lessor). In including the event Lessee purchases such portion of the Leased Property pursuant to this business interruption coverage required in Section 14.2(b)14.1.4 above, the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. (c) With respect to each Facility, if the cost of the repair or restoration of the portion of the Leased Property relating thereto exceeds the amount of insurance proceeds received by Lessor, Lessee shall be obligated to contribute any excess amount needed to restore the portion of the Leased Property relating to such Facility prior to use of the insurance proceeds. Such amount shall be paid by Lessee to Lessor (or a Facility Lender if required) to be held in trust together with any other insurance proceeds for application to the cost of repair Landlord and restoration. (d) With respect to each Facility, in the event Lessee elects to purchase the portion of the Leased Property relating to such Facility pursuant to this Section 14.2, this Lease shall terminate with respect to such portion of the Leased Property upon payment of the purchase price and transfer of title to such portion of the Leased Property to Lessee, the Base Rent shall be reduced in accordance with Section 5.2, and Lessor shall transfer to Lessee its rights in or remit to Lessee all insurance proceeds being held in trust by Lessor or the Facility Lender on or prior an amount equal to the closing of Lessee’s purchase of Allocated Facility Rent for such portion Facility. In addition, Tenant shall pay to Landlord an amount equal to any deductible feature of the Leased Propertycasualty insurance coverage. (e) Notwithstanding any provisions hereof to the contrary, it is hereby acknowledged and agreed that, with respect to the portions of the Leased Property relating to the Huntington Beach Facility, the La Palma Facility and the West Anaheim Facility, Prime A shall have the sole and exclusive right to exercise any purchase option provided under this Article XIV to acquire such portions of the Leased Property.

Reconstruction in the Event of Damage or Destruction Covered by Insurance. (a) Except as provided in Section 14.7, with respect Subject to any Facilitysubsection (c) below, if during the Term the portion of the Leased Property relating thereto a Facility is totally or partially substantially destroyed from by a risk covered by the insurance described in Article XIII and such portion of 14 so that the Leased Property 1845797.11-NYCSR07A - MSW Facility thereby is thereby rendered Unsuitable unsuitable for its Primary Intended Use Permitted Use(s) (taking into account all relevant factors, including, but not limited to, the “Casualty Impacted Facility”number of useable units and the amount of square footage reasonably available for use by Tenant and the type and amount of revenue lost), Lessee Tenant shall elect, by giving written notice to Lessor within sixty (60) days following the date of such destruction, one of the following: (i) use insurance proceeds hereunder to restore such portion of the Leased Property relating to such Casualty Impacted Facility to substantially the same condition as existed immediately before the damage or destruction, or (ii) so long as no Event of Default then exists, to purchase such portion of the Leased Property from Lessor for the applicable Option Price (as defined herein), and this Lease shall continue in which case all full force and effect. The insurance proceeds payable pursuant to Section 14.1 with respect to the Casualty Impacted Facility shall be paid over to, to Tenant or retained by, Lessee and the total Base Rent payable hereunder shall be reduced its designee in accordance with Section 5.2, or (iii) so long 15.1 from time to time as necessary to pay for the damage or destruction was not caused by the negligence costs of Lessee, its agents, servants, employees or contractors, to terminate this Lease with respect to the portion of the Leased Property relating to such Casualty Impacted Facility and, in this event, the total Base Rent payable hereunder shall be reduced in accordance with Section 5.2, Lessor shall be entitled to retain the insurance proceeds, and Lessee shall pay to Lessor on demand, the amount of any deductible or uninsured loss arising in connection therewith. In the event Lessee purchases such portion of the Leased Property pursuant to this Section 14.2(a), the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. For purposes of any appraisal conducted in accordance with this Section, such appraisal shall not take into account the damage or destruction giving rise to Lessee’s rights hereunder. The “Option Price” for a particular portion of the Leased Property relating to the Casualty Impacted Facility shall be calculated in the manner set forth on Schedule 14.2restoration. (b) Except as provided If the cost of any such repair or restoration exceeds the amount of proceeds received by Landlord (or the insurance trustee described in Section 14.715.1) and paid over to Tenant from the insurance required under Article 14, with respect Tenant shall contribute any and all excess amounts necessary to repair or restore the Facility. (c) Notwithstanding the foregoing, in the event that either (i) more than seventy five percent (75%) of any Facility, if, Facility (by area or value) is substantially destroyed during the Termfinal twelve (12) months of the Term as a result of a fully insured (subject to the deductible provision of the insurance coverage) casualty (including but not limited to, the portion business interruption coverage described in Section 14.1.4 or (ii) regardless of the Leased Property relating thereto is totally or partially destroyed from a risk covered by the insurance described in Article XIII, but extent of such portion of the Leased Property is not thereby rendered Unsuitable for its Primary Intended Use, Lessee shall restore such portion of the Leased Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease with respect to such portion (A) the repair or reconstruction of the Leased Property; providedFacility is prohibited under applicable law, howeverincluding, if Lessor determines in its sole discretion that Lessee canbut not within limited to, licensure law, zoning law and/or building code law or (B) the proceeds of insurance are paid to Landlord or a reasonable time obtain all necessary governmental approvalsFacility Mortgagee, including building permitsand such proceeds are not promptly made available to Tenant by Landlord or a Facility Mortgagee, licenses, conditional use permits and any certificates of need, after good-faith, diligent efforts to do soas applicable, in order to be able to perform all required repair and restoration work and to operate such Facility for its Primary Intended Use in substantially the same manner as immediately prior to such damage or destructioneither event, so long as no Event of Default then exists, Lessee shall have the optionTenant may elect, by giving written notice to Lessor Landlord within sixty thirty (6030) days following of the date of such damage or destructioncasualty, to purchase such portion terminate this Lease as to the affected Facility effective as of the Leased Property for a purchase price equal to date such notice of termination is given. If the Option Price (less the amount of any Lease is so terminated, all insurance proceeds held by Lessor). In including the event Lessee purchases such portion of the Leased Property pursuant to this business interruption coverage required in Section 14.2(b)14.1.4 above, the terms set forth in Article XVIII shall apply and the sale/purchase must be closed within ninety (90) days after the date of the written notice from Lessee to Lessor of Lessee’s intent to purchase, unless a different closing date is agreed upon in writing by Lessor and Lessee. (c) With respect to each Facility, if the cost of the repair or restoration of the portion of the Leased Property relating thereto exceeds the amount of insurance proceeds received by Lessor, Lessee shall be obligated to contribute any excess amount needed to restore the portion of the Leased Property relating to such Facility prior to use of the insurance proceeds. Such amount shall be paid by Lessee to Lessor (or a Facility Lender if required) to be held in trust together with any other insurance proceeds for application to the cost of repair Landlord and restoration. (d) With respect to each Facility, in the event Lessee elects to purchase the portion of the Leased Property relating to such Facility pursuant to this Section 14.2, this Lease shall terminate with respect to such portion of the Leased Property upon payment of the purchase price and transfer of title to such portion of the Leased Property to Lessee, the Base Rent shall be reduced in accordance with Section 5.2, and Lessor shall transfer to Lessee its rights in or remit to Lessee all insurance proceeds being held in trust by Lessor or the Facility Lender on or prior an amount equal to the closing of Lessee’s purchase of Allocated Facility Rent for such portion Facility. In addition, Tenant shall pay to Landlord an amount equal to any deductible feature of the Leased Propertycasualty insurance coverage. (e) Notwithstanding any provisions hereof to the contrary, it is hereby acknowledged and agreed that, with respect to the portions of the Leased Property relating to the Huntington Beach Facility, the La Palma Facility and the West Anaheim Facility, Prime A shall have the sole and exclusive right to exercise any purchase option provided under this Article XIV to acquire such portions of the Leased Property.