Common use of Removal, Disposition and Substitution of Machinery and Equipment Clause in Contracts

Removal, Disposition and Substitution of Machinery and Equipment. Tenant shall have the right, provided Tenant is not in default in the payment of Basic Rent and Additional Rent, to remove and sell or otherwise dispose of any machinery and equipment which constitutes a part of the Project and which are no longer used by Tenant or, in the opinion of Tenant, are no longer useful to Tenant in its operations (whether by reason of changed processes, changed techniques, obsolescence, depreciation or otherwise), subject, however, to the following conditions: (1) With respect only to such items of machinery and equipment that originally cost $10,000 or more, to the following: (a) Prior to any such removal, Tenant shall deliver to the Trustee a certificate signed by the Authorized Tenant Representative (i) containing a complete description, including the make, model and serial numbers, if any, of any machinery and equipment constituting a part of the Project which it proposes to remove, (ii) stating the reason for such removal, (iii) stating what disposition, if any, of the machinery and equipment is to be made by Tenant after such removal and the names of the party or parties to whom such disposition is to be made and the consideration to be received by Tenant therefor, if any, and (iv) setting forth the original cost and the fair market value of such machinery and equipment; provided, however, that in no event shall the fair market value of such machinery and equipment be less than the consideration to be received by Tenant upon the disposition thereof. (b) Prior to any such removal, Tenant shall pay the fair market value of such machinery and equipment as set forth in said certificate to the Trustee and the Trustee shall deposit such amount in the Principal and Interest Payment Account. (c) Tenant may remove any machinery and equipment constituting a part of the Project without first complying with the provisions of subparagraph (b) above; provided, however, that Tenant shall promptly replace any such machinery and equipment so removed with machinery and equipment of the same or a different kind but which are capable of performing the same function, efficiently, as the machinery and equipment so removed, and the machinery and equipment so acquired by Tenant to replace such machinery and equipment shall be deemed a part of the Project. Within Thirty (30) days after any such replacement by Tenant, Tenant shall deliver to the Trustee a certificate of the Authorized Tenant Representative setting forth a complete description, including make, model and serial numbers, if any, of the machinery and equipment which Tenant has acquired to replace the machinery and equipment so removed by Tenant, the cost thereof and that said machinery and equipment have been installed. (2) With respect to such items of machinery and equipment that originally cost less than $10,000, Tenant shall deliver to the Trustee a certificate setting forth the facts provided for in subparagraph (1)(a) above. In no event shall Tenant pursuant to this Subsection (2) remove items of machinery and equipment having an aggregate original cost of more than $25,000. All machinery and equipment constituting a part of the Project and removed by Tenant pursuant to this Section shall become the absolute property of Tenant and may be sold or otherwise disposed of by Tenant without accounting to Issuer with respect thereto. In all cases, Tenant shall pay all the costs and expenses of any such removal and shall immediately repair at its expense all damage caused thereby. Tenant's rights under this Article to remove machinery and equipment constituting a part of the Project is intended only to permit Tenant to maintain an efficient operation by the removal of such machinery and equipment no longer suitable to Tenant's use for any of the reasons set forth in this paragraph and such right is not to be construed to permit a removal under any other circumstances and shall not be construed to permit the wholesale removal of such machinery and equipment by Tenant.

Removal, Disposition and Substitution of Machinery and Equipment. The Tenant shall have the right, provided Tenant is not in default in the payment of Basic Rent and Additional Rent, to remove and sell or otherwise dispose of any machinery and equipment which constitutes constitute a part of the Project and which are no longer used by Tenant or, in the opinion of Tenant, are no longer useful to Tenant in its operations (whether by reason of changed processes, changed techniques, obsolescence, depreciation or otherwise), subject, however, to the following conditions: (1A) With respect only to such items each item of machinery and equipment that originally cost $10,000 25,000 or more, to the following: (a1) Prior to any such removal, Tenant shall deliver to the Trustee a certificate signed by the Authorized Tenant Representative (i) containing a complete description, including the make, model and serial numbers, if any, of any machinery and equipment constituting a part of the Project which it proposes to remove, (ii) stating the reason for such removal, (iii) stating what disposition, if any, of the machinery and equipment is to be made by Tenant after such removal and the names of the party or parties to whom such disposition is to be made and the consideration to be received by Tenant therefor, if any, and (iv) setting forth the original cost and the fair market value of such machinery and equipment; provided, however, that in no event shall the fair market value of such machinery and equipment be less than the consideration to be received by Tenant upon the disposition thereof. (b2) Prior to any such removal, Tenant shall pay the fair market value of such machinery and equipment as set forth in said certificate to the Trustee and the Trustee shall deposit such amount in the Principal and Interest Payment AccountAccount and apply the same to the payment of the principal of Outstanding Bonds. (c3) The Tenant may remove any machinery and equipment constituting a part of the Project without first complying with the provisions of subparagraph (b2) above; provided, however, that Tenant shall promptly replace any such machinery and equipment so removed with machinery and equipment of the same or a different kind but which are capable of performing the same function, efficiently, as the machinery and equipment so removed, and the machinery and equipment so acquired by Tenant to replace such machinery and equipment shall be deemed a part of the Project. Within Thirty (30) days after any such replacement by TenantXxxxxx, Tenant shall deliver to the Trustee a certificate of the Authorized Tenant Representative setting forth a complete description, including make, model and serial numbers, if any, of the machinery and equipment which Tenant has acquired to replace the machinery and equipment so removed by TenantXxxxxx, the cost thereof and that said machinery and equipment have been installed. (2B) With respect to such items of machinery and equipment that originally cost less than $10,00025,000, Tenant shall deliver to the Trustee a certificate setting forth the facts provided for in subparagraph (1)(aA) (1) above. In no event shall Tenant pursuant to this Subsection subsection (2B) remove items of machinery and equipment having an aggregate original cost of more than $25,00050,000. All machinery and equipment constituting a part of the Project and removed by Tenant pursuant to this Section shall become the absolute property of Tenant and may be sold or otherwise disposed of by Tenant without accounting to Issuer with respect thereto. In all cases, Tenant shall pay all the costs and expenses of any such removal and shall immediately repair at its expense all damage caused thereby. Tenant's rights under this Article to remove machinery and equipment constituting a part of the Project is intended only to permit Tenant to maintain an efficient operation by the removal of such machinery and equipment no longer suitable to Tenant's use for any of the reasons set forth in this paragraph and such right is not to be construed to permit a removal under any other circumstances and shall not be construed to permit the wholesale removal of such machinery and equipment by Tenant.

Removal, Disposition and Substitution of Machinery and Equipment. The Tenant shall have the right, provided the Tenant is not in default in the payment of Basic Rent and Additional Rent, to remove and sell or otherwise dispose of (any such removal, sale or disposition referred to in this Section as a "REMOVAL") any machinery and equipment which constitutes a part of the Project and which are is no longer used by the Tenant or, in the opinion of the Tenant, are is no longer useful to suitable for use by the Tenant in its operations (whether by reason of changed processes, changed techniques, obsolescence, depreciation or otherwise), subject, however, to the following conditions: (1a) With respect only to such items of machinery and equipment that originally cost $10,000 25,000 or more, to the following: (ai) Prior to any such removalRemoval, the Tenant shall deliver to the Trustee a certificate signed by the Authorized Tenant Representative (iA) containing a complete description, including the make, model and serial numbers, if any, of any machinery and equipment constituting a part of the Project which it proposes to so remove, (iiB) stating the reason for such removalRemoval, (iiiC) stating what disposition, if any, of the machinery and equipment is to be made by the Tenant after such removal Removal and the names of the party or parties to whom such disposition is to be made and the consideration to be received by the Tenant therefor, if any, and (ivD) setting forth the original cost and the current fair market value of such machinery and equipment; provided, however, that in no event shall the current fair market value of such machinery and equipment be less than the consideration to be received by the Tenant upon the disposition thereofthereof be less than the current fair market value. (bii) Prior to any such removalRemoval, the Tenant shall pay the current fair market value of such machinery and equipment as set forth in said certificate to the Trustee and the Trustee shall deposit such amount in the Principal and Interest Payment AccountDebt Service Fund. (ciii) The Tenant may remove any machinery and equipment constituting a part of the Project without first complying with the provisions of subparagraph (bii) above; provided, however, that above so long as the Tenant shall promptly replace replaces any such machinery and equipment so removed with machinery and equipment of the same or a different kind but which are capable of performing the same function, efficiently, as the machinery and equipment so removed, and the machinery and equipment so acquired by the Tenant to replace such machinery and equipment shall be deemed a part of the Project. Within Thirty thirty (30) days after any such replacement by the Tenant, the Tenant shall deliver to the Trustee a certificate of the Authorized Tenant Representative setting forth a complete description, including make, model and serial numbers, if any, of the machinery and equipment which the Tenant has acquired to replace the machinery and equipment so removed by the Tenant, the cost thereof and a statement that said machinery and equipment have been installed. (2b) With respect to such items of machinery and equipment that originally cost less than $10,00025,000, the Tenant shall deliver to the Trustee a certificate setting forth the facts provided for in subparagraph (1)(aa)(i) above. In no event shall the Tenant pursuant to this Subsection (2) annually remove items of machinery and equipment having an aggregate original cost of more than $25,000100,000 pursuant to this subsection (b). All machinery and equipment constituting a part of the Project and that is removed by the Tenant pursuant to this Section shall become the absolute property of the Tenant and may be sold or otherwise disposed of by the Tenant without accounting to the Issuer with respect thereto. In all cases, the Tenant shall pay all the costs and expenses of any such removal Removal and shall immediately repair at its expense all damage to the Project caused thereby. The Tenant's rights under this Article to remove machinery and equipment constituting a part of the Project is intended only to permit the Tenant to maintain an efficient operation by the removal Removal of such machinery and equipment no longer suitable to the Tenant's use for any of the reasons set forth in this paragraph and such right is not to be construed to permit a removal Removal under any other circumstances and shall not be construed to permit the wholesale removal Removal of such machinery and equipment by the Tenant.

Removal, Disposition and Substitution of Machinery and Equipment. Tenant shall have the right, provided Tenant is not in default in the payment of Basic Rent and Additional Rent, to remove and sell or otherwise dispose of any machinery and equipment which constitutes a part of the Project and which are no longer used by Tenant or, in the opinion of Tenant, are no longer useful to Tenant in its operations (whether by reason of changed processes, changed techniques, obsolescence, depreciation or otherwise), subject, however, to the following conditions: (1) With respect only to such items of machinery and equipment that originally cost $10,000 or morein excess of 10% of the combined aggregate principal amount of the Bonds then Outstanding under the Indenture, to the following:: 1677850N.003 (a) Prior to any such removal, Tenant shall deliver to the Trustee a certificate signed by the Authorized Tenant Representative (i) containing a complete description, including the make, model and serial numbers, if any, of any machinery and equipment constituting a part of the Project which it proposes to remove, (ii) stating that such removal will not impair the reason use of the Project or the security for such removal, payment of the Bonds (iii) stating what disposition, if any, of the machinery and equipment is to be made by Tenant after such removal and the names of the party or parties to whom such disposition is to be made and the consideration to be received by Tenant therefor, if any, and (iv) setting forth the original cost and the fair market value of such machinery and equipment; provided, however, that in no event shall the fair market value of such machinery and equipment be less than the consideration to be received by Tenant upon the disposition thereof. (b) Prior to any such removal, Tenant shall pay the fair market value of consideration received by Tenant, if any, for such machinery and equipment as set forth in said certificate to the Trustee and the Trustee shall deposit such amount in the Principal and Interest Payment Account. (c) Tenant may remove any machinery and equipment constituting a part of the Project without first complying with the provisions of subparagraph (b) above; provided, however, that Tenant shall promptly replace any such machinery and equipment so removed with machinery and equipment of the same or a different kind but which are capable of performing a similar function or some other function needed for Tenant's operations at the same function, efficiently, as the machinery and equipment so removedProject, and the machinery and equipment so acquired by Tenant to replace such machinery and equipment shall be deemed a part of the Project. Within Thirty (30) days after any such replacement by Tenant, Tenant shall deliver to the Trustee a certificate of the Authorized Tenant Representative setting forth a complete description, including make, model and serial numbers, if any, of the machinery and equipment which Tenant has acquired to replace the machinery and equipment so removed by Tenant, the cost thereof and that said machinery and equipment have been installed. (2) With The provisions of subparagraph 1(a) and (b) above shall not apply with respect to such items of machinery and equipment that originally cost less than $10,000, Tenant shall deliver an amount equal to 10% of the Trustee a certificate setting forth combined aggregate principal amount of the facts provided for in subparagraph (1)(a) aboveBonds then Outstanding under the Indenture. In no event shall Tenant in any calendar year pursuant to this Subsection (2) remove items of machinery and equipment having an aggregate original cost in excess of more than $25,00020% of the combined aggregate principal amount of the Bonds then Outstanding under the Indenture without the consent of the Owners of at least 51% of the aggregate principal amount of all Bonds then Outstanding. All machinery and equipment constituting a part of the Project and removed by Tenant pursuant to this Section shall become the absolute property of Tenant and may be sold or otherwise disposed of by Tenant without accounting to Issuer with respect thereto. In all cases, Tenant shall pay all the costs and expenses of any such removal and shall immediately repair at its expense all damage caused thereby. Tenant's rights under this Article to remove machinery and equipment constituting a part of the Project is intended only to permit Tenant to maintain an efficient operation by the removal of such machinery and equipment no longer suitable to Tenant's use for any of the reasons set forth in this paragraph and such right is not to be construed to permit a removal under any other circumstances and shall not be construed to permit the wholesale removal of such machinery and equipment by Tenant.. 1677850N.003

Removal, Disposition and Substitution of Machinery and Equipment. Tenant Corporation shall have the right, provided Tenant Corporation is not in default in the payment of Basic Rent and Additional Rent, to remove and sell or otherwise dispose (any such removal, sale or disposition referred to as a "Removal") of any machinery and equipment which constitutes a part of the Project and which are no longer used by Tenant Corporation or, in the opinion of TenantCorporation, are no longer useful to Tenant suitable for use by Corporation in its operations (whether by reason of changed processes, changed techniques, obsolescence, depreciation or otherwise), subject, however, to the following conditions: (1) With respect only to such items of machinery and equipment that originally cost $10,000 25,000 or more, to the following: (a) Prior to any such removalRemoval, Tenant Corporation shall deliver to the Trustee a certificate signed by the Authorized Tenant Corporation Representative (i) containing a complete description, including the make, model and serial numbers, if any, of any machinery and equipment constituting a part of the Project which it proposes to remove, (ii) stating the reason for such removalRemoval, (iii) stating what disposition, if any, of the machinery and equipment is to be made by Tenant Corporation after such removal Removal and the names of the party or parties to whom such disposition is to be made and the consideration to be received by Tenant Corporation therefor, if any, and (iv) setting forth the original cost and the current fair market value of such machinery and equipment; provided, however, that in no event shall the current fair market value of such machinery and equipment be less than the consideration to be received by Tenant Corporation upon the disposition thereofthereof be less than the current fair market value. (b) Prior to any such removalRemoval, Tenant Corporation shall pay the current fair market value of such machinery and equipment as set forth in said certificate to the Trustee and the Trustee shall deposit such amount in the Principal and Interest Payment Account. (c) Tenant Corporation may remove any machinery and equipment constituting a part of the Project without first complying with the provisions of subparagraph (b) above; provided, however, that Tenant Corporation shall promptly replace any such machinery and equipment so removed with machinery and equipment of the same or a different kind but which are capable of performing the same function, efficiently, as the machinery and equipment so removed, and the machinery and equipment so acquired by Tenant Corporation to replace such machinery and equipment shall be deemed a part of the Project. Within Thirty (30) 30 days after any such replacement by TenantCorporation, Tenant Corporation shall deliver to the Trustee a certificate of the Authorized Tenant Corporation Representative setting forth a complete description, including make, model and serial numbers, if any, of the machinery and equipment which Tenant Corporation has acquired to replace the machinery and equipment so removed by TenantCorporation, the cost thereof and that said machinery and equipment have been installed. (2) With respect to such items of machinery and equipment that originally cost less than $10,00025,000, Tenant Corporation shall deliver to the Trustee a certificate setting forth the facts provided for in subparagraph (1)(al)(a) above. In no event shall Tenant Corporation pursuant to this Subsection (2) remove items of machinery and equipment having an aggregate original cost of more than $25,00025,000 or more. All machinery and equipment constituting a part of the Project and removed by Tenant Corporation pursuant to this Section shall become the absolute property of Tenant Corporation and may be sold or otherwise disposed of by Tenant Corporation without accounting to Issuer with respect thereto. In all cases, Tenant Corporation shall pay all the costs and expenses of any such removal Removal and shall immediately repair at its expense all damage caused thereby. TenantCorporation's rights under this Article to remove machinery and equipment constituting a part of the Project is intended only to permit Tenant Corporation to maintain an efficient operation by the removal Removal of such machinery and equipment no longer suitable to TenantCorporation's use for any of the reasons set forth in this paragraph and such right is not to be construed to permit a removal Removal under any other circumstances and shall not be construed to permit the wholesale removal Removal of such machinery and equipment by TenantCorporation.