Common use of Retention of Undivided Interest by Lessor Clause in Contracts

Retention of Undivided Interest by Lessor. If the Lessee shall have made an Obsolescence Termination Election with respect to the Undivided Interest or any Significant Portion thereof, the Lessor may elect to retain rather than sell the Undivided Interest or (to the extent consistent with the Operating Agreement) such Significant Portion pursuant to Section 7.3(a) (i) by giving irrevocable notice to the Lessee and the Indenture Trustee no earlier than 45 nor later than 30 days prior to the Termination Date. If the Lessor so elects to retain the Undivided Interest, on the Termination Date (a) the Lessor shall pay to the Indenture Trustee an amount equal to the unpaid principal amount of, and accrued and unpaid interest on, the Secured Notes then Outstanding to the date of payment, provided that if the Lessee has elected to terminate this Lease with respect to a Significant Portion of the Undivided Interest, the Lessor shall pay only a pro rata portion of such amount, which pro rata portion will be determined in accordance with the provisions of Section 7.5 hereof, and (b) the Lessee shall pay to the Lessor or the Person entitled thereto as provided in the Operative Documents (i) all Basic Rent due and owing on or prior to the Termination Date (but excluding all Basic Rent payable in advance on the Termination Date) and (ii) all Supplemental Rent due and owing on or prior to the Termination Date and any other accrued Supplemental Rent as to which there is no dispute, but the Lessee shall not be required to pay any amounts pursuant to Section 7.3. Upon payment of the amounts due pursuant to clause (b) of the preceding sentence, this Lease

Retention of Undivided Interest by Lessor. If the Lessee shall have made an Obsolescence Termination Election with respect to the Undivided Interest or any Significant Portion thereof, the Lessor may elect to retain rather than sell the Undivided Interest or (to the extent consistent with the Operating Agreement) such Significant Portion pursuant to Section 7.3(a) (i7.3(a)(i) by giving irrevocable notice to the Lessee and the Indenture Trustee no earlier than 45 nor later than 30 days prior to the Termination Date. If the Lessor so elects to retain the Undivided Interest, on the Termination Date (a) the Lessor shall pay to the Indenture Trustee an amount equal to the unpaid principal amount of, and accrued and unpaid interest on, the Secured Notes then Outstanding to the date of payment, provided that if the Lessee has elected to terminate this Lease with respect to a Significant Portion of the Undivided Interest, the Lessor shall pay only a pro rata portion of such amount, which pro rata portion will be determined in accordance with the provisions of Section 7.5 hereof, and (b) the Lessee shall pay to the Lessor or the Person entitled thereto as provided in the Operative Documents (i) all Basic Rent due and owing on or prior to the Termination Date (but excluding all Basic Rent payable in advance on the Termination Date) and (ii) all Supplemental Rent due and owing on or prior to the Termination Date and any other accrued Supplemental Rent as to which there is no dispute, but the Lessee shall not be required to pay any amounts pursuant to Section 7.3. Upon payment of the amounts due pursuant to clause (b) of the preceding sentence, this Lease and the obligations of the Lessee hereunder (other than those obligations which are expressly stated to survive the termination of this Lease) shall terminate, and the Lessor shall, at the Lessee's expense, execute and deliver to the Lessee on the Termination Date such instruments as the Lessee shall reasonably request to evidence the termination of this Lease. In the event the Lessor fails to pay the amounts specified in clause (a) of the second sentence of this Section 7.4 or the Lessee fails to pay the amounts specified in clause (b) of such sentence, the Lessee shall be deemed to have revoked its notice of termination pursuant to Section 7.2. If the Lessor shall fail to perform any of its obligations pursuant to this Section 7.4 and as a result thereof this Lease shall not be terminated on a proposed Termination Date, the Lessor shall thereafter no longer be entitled to exercise its election to retain the Undivided Interest upon any subsequent Obsolescence Termination Election pursuant to this Section 7 and Lessee may at its option at any time thereafter submit a new termination notice pursuant to Section 7.2. 7.5.

Retention of Undivided Interest by Lessor. If the Lessee shall have made an Obsolescence Termination Election with respect to the Undivided Interest or any Significant Portion thereof, the Lessor may elect to retain rather than sell the Undivided Interest or (to the extent consistent with the Operating Agreement) such Significant Portion pursuant to Section 7.3(a) (i7.3(a)(i) by giving irrevocable notice to the Lessee and the Indenture Trustee no earlier than 45 nor later than 30 days prior to the Termination Date. If the Lessor so elects to retain the Undivided Interest, on the Termination Date (a) the Lessor shall pay to the Indenture Trustee an amount equal to the unpaid principal amount of, and accrued and unpaid interest on, the Secured Notes then Outstanding to the date of payment, provided that if the Lessee has elected to terminate this Lease with respect to a Significant Portion of the Undivided Interest, the Lessor shall pay only a pro rata portion of such amount, which pro rata portion will be determined in accordance with the provisions of Section 7.5 hereof, and (b) the Lessee shall pay to the Lessor or the Person entitled thereto as provided in the Operative Documents (i) all Basic Rent due and owing on or prior to the Termination Date (but excluding all Basic Rent payable in advance on the Termination Date) and (ii) all Supplemental Rent due and owing on or prior to the Termination Date and any other accrued Supplemental Rent as to which there is no dispute, but the Lessee shall not be required to pay any amounts pursuant to Section 7.3. Upon payment of the amounts due pursuant to clause (b) of the preceding sentence, this Lease

Retention of Undivided Interest by Lessor. If the Lessee shall have made an Obsolescence Termination Election with respect to the Undivided Interest or any Significant Portion thereof, the The Lessor may elect to retain rather than sell the Undivided Interest or (to the extent consistent with the Operating Agreement) such Significant Portion pursuant to Section 7.3(a) (i) by giving irrevocable notice to the Lessee and the Indenture Trustee no earlier than 45 65 days nor later than 30 45 days prior to the Termination Date. If the Lessor so elects to retain the Undivided Interest, on the Termination Date (a) the Lessor shall pay to the Indenture Trustee an amount equal to the unpaid principal amount of, and accrued and unpaid interest on, the Secured Notes then Outstanding to the date of payment, provided that if the Lessee has elected to terminate this Lease with respect to a Significant Portion of the Undivided Interest, the Lessor shall pay only a pro rata portion of such amount, which pro rata portion will be determined in accordance with the provisions of Section 7.5 hereof, and (b) the Lessee shall pay to the Lessor or the Person entitled thereto as provided in the Operative Documents the amounts described in Section 7.3(a)(ii), plus the amount described in Section 7.3(a)(iii), plus the amount described in Section 7.3(a)(iv). Upon payment of the amounts described in (i) through (iv), and after Lessee has paid all Basic Rent other amounts due and owing payable to Lessor and each other Person payable under the Operative Documents (and any payment of interest on or prior the amount calculated pursuant to this Section 7.4 at the Overdue Rate from the date specified for payment until actually paid if not paid on the date so specified) the Lessor shall pay to the Lessee the amount set forth for such Termination Date in the column captioned Lessor Section 467 Loan Balance on Schedule 2 (but excluding all Basic Rent payable in advance on the Termination Date) and (ii) all Supplemental Rent due and owing on or prior to the Termination Date and any other accrued Supplemental Rent as to which there is no dispute, but the Lessee shall not be required to pay any amounts adjusted pursuant to Section 7.34 Spinnaker Lease Agreement 2005-l hereof). Upon payment of the amounts due pursuant to the preceding sentence, this Lease and the obligations of the Lessee hereunder (other than those obligations which are expressly stated to survive the termination of this Lease) shall terminate, and the Lessor shall, at the Lessee’s expense, execute and deliver to the Lessee on the Termination Date such instruments as the Lessee shall reasonably request to evidence the termination of this Lease. In the event the Lessor fails to pay the amounts specified in clause (a) of the second sentence of this Section 7.4 or the Lessee fails to pay the amounts specified in clause (b) of the preceding such sentence, the Lessee shall be deemed to have revoked its notice of termination pursuant to Section 7.2. If the Lessor shall fail to perform any of its obligations pursuant to this LeaseSection 7.4 and as a result thereof this Lease shall not be terminated on a proposed Termination Date, the Lessor shall thereafter no longer be entitled to exercise its election to retain the Undivided Interest and the Lessee may at its option thereafter submit a new Obsolescence Termination Notice pursuant to Section 7.2. SECTION 7A EARLY TERMINATION FOR BURDENSOME BUYOUT EVENT