Common use of Substantial Casualty Clause in Contracts

Substantial Casualty. If prior to the Closing any Mall shall suffer any Substantial Casualty, Purchaser shall nevertheless be required to close title to all Malls hereunder. In the event of any such Substantial Casualty Equitable shall provide prompt written notice thereof to Purchaser, and Purchaser shall give written notice to Equitable within twenty (20) business days after Purchaser receives Equitable's written notice that Purchaser elects on the Closing Date either (i) to purchase all of the Malls, in which event Section 12.3 shall apply, or (ii) to purchase all of the Malls other than the Mall affected by such Substantial Casualty, in which event the Purchase Price payable at the Closing shall be reduced by that portion thereof which is allocated to the damaged Mall, as agreed by Equitable and Purchaser (the "Allocated Price") and Purchaser shall remain obligated to purchase the damaged Mall as hereinafter provided. If Purchaser shall make the election set forth in clause (ii) above, (a) the Closing shall take place as to all of the Malls other than the damaged Mall, (b) Escrow Agent shall retain in escrow pursuant to the terms of this Agreement that portion of the Deposit which bears the same proportion thereto as the Allocated Price bears to the Purchase Price (or the Letter(s) of Credit held by Equitable shall be reduced to such aggregate amount), (c) Equitable shall proceed with reasonable diligence to repair and restore the damaged Mall substantially to its condition immediately prior to such Substantial Casualty at Equitable's sole cost and expense, (d) Equitable shall be entitled to all insurance proceeds payable by reason of such Substantial Casualty, and (e) upon completion of such repair and restoration, Equitable and Purchaser shall consummate the sale of the affected Mall on the terms and conditions set forth in this Agreement applicable thereto. 12.2

Substantial Casualty. If prior If, after a Casualty, Tenant does not give or does not have the right to give notice of its intention to terminate this Lease as provided in this Section XVII, then this Lease shall continue in full force and effect and Tenant shall, at its expense, rebuild, replace or repair the Leased Property in conformity with the requirements of this Lease so as to restore the Leased Property to the Closing any Mall shall suffer any Substantial Casualty, Purchaser shall nevertheless be required to close title to all Malls hereunder. In the event of any such Substantial Casualty Equitable shall provide prompt written notice thereof to Purchasercondition, and Purchaser shall give written notice to Equitable within twenty (20) business days after Purchaser receives Equitable's written notice that Purchaser elects on the Closing Date either (i) to purchase all of the Malls, in which event Section 12.3 shall apply, or (ii) to purchase all of the Malls other than the Mall affected by such Substantial Casualty, in which event the Purchase Price payable at the Closing shall be reduced by that portion character thereof which is allocated to the damaged Mall, as agreed by Equitable and Purchaser (the "Allocated Price") and Purchaser shall remain obligated to purchase the damaged Mall as hereinafter provided. If Purchaser shall make the election set forth in clause (ii) above, (a) the Closing shall take place as to all of the Malls other than the damaged Mall, (b) Escrow Agent shall retain in escrow pursuant to the terms of this Agreement that portion of the Deposit which bears the same proportion thereto as the Allocated Price bears to the Purchase Price (or the Letter(s) of Credit held by Equitable shall be reduced to such aggregate amount), (c) Equitable shall proceed with reasonable diligence to repair and restore the damaged Mall substantially to its condition immediately prior to such Substantial Casualty. To the extent the Net Proceeds with respect to any Casualty at Equitable's sole are less than $250,000, such amount shall be paid to Tenant to be used to rebuild, replace or repair the Leased Property in a lien free and good and workmanlike manner. To the extent the Net Proceeds from any Casualty are $250,000 or greater, prior to any such rebuilding, replacement or repair, Tenant shall determine the maximum cost and expensethereof (the “Restoration Cost”), (d) Equitable which amount shall be reasonably acceptable to Landlord. The Restoration Cost shall be paid first out of Tenant’s own funds to the extent that the Restoration Cost exceeds the Net Proceeds payable in connection with respect to any Casualty, after which expenditure Tenant shall be entitled to all insurance proceeds payable by reason receive the Net Proceeds from time to time for the cost of such Substantial Casualtyreconstruction or repair, subject to reasonable and (e) upon completion customary controls to ensure funds disbursed by Landlord are in fact used for such purpose. Any Net Proceeds remaining after final payment has been made for such work and after Xxxxxx has been reimbursed for any portions it contributed to the Restoration Cost shall be paid to Tenant. If the cost of any rebuilding, replacement or repair required to be made by Tenant pursuant to this Section XVII.C. shall exceed the amount of such repair and restorationNet Proceeds, Equitable and Purchaser the deficiency shall consummate the sale of the affected Mall on the terms and conditions set forth in this Agreement applicable thereto. 12.2be paid by Tenant.

Substantial Casualty. If prior If, after a Casualty, Tenant does not give or does not have the right to give notice of its intention to terminate this Lease as provided in this Section XVII, then this Lease shall continue in full force and effect and Tenant shall, at its expense, rebuild, replace or repair the Leased Property in conformity with the requirements of this Lease so as to restore the Leased Property to the Closing any Mall shall suffer any Substantial Casualty, Purchaser shall nevertheless be required to close title to all Malls hereunder. In the event of any such Substantial Casualty Equitable shall provide prompt written notice thereof to Purchasercondition, and Purchaser shall give written notice to Equitable within twenty (20) business days after Purchaser receives Equitable's written notice that Purchaser elects on the Closing Date either (i) to purchase all of the Malls, in which event Section 12.3 shall apply, or (ii) to purchase all of the Malls other than the Mall affected by such Substantial Casualty, in which event the Purchase Price payable at the Closing shall be reduced by that portion character thereof which is allocated to the damaged Mall, as agreed by Equitable and Purchaser (the "Allocated Price") and Purchaser shall remain obligated to purchase the damaged Mall as hereinafter provided. If Purchaser shall make the election set forth in clause (ii) above, (a) the Closing shall take place as to all of the Malls other than the damaged Mall, (b) Escrow Agent shall retain in escrow pursuant to the terms of this Agreement that portion of the Deposit which bears the same proportion thereto as the Allocated Price bears to the Purchase Price (or the Letter(s) of Credit held by Equitable shall be reduced to such aggregate amount), (c) Equitable shall proceed with reasonable diligence to repair and restore the damaged Mall substantially to its condition immediately prior to such Substantial Casualty. To the extent the Net Proceeds with respect to any Casualty at Equitable's sole are less than $250,000, such amount shall be paid to Tenant to be used to rebuild, replace or repair the Leased Property in a lien free and good and workmanlike manner. To the extent the Net Proceeds from any Casualty are $250,000 or greater, prior to any such rebuilding, replacement or repair, Tenant shall determine the maximum cost and expensethereof (the “Restoration Cost”), (d) Equitable which amount shall be reasonably acceptable to Landlord. The Restoration Cost shall be paid first out of Tenant’s own funds to the extent that the Restoration Cost exceeds the Net Proceeds payable in connection with respect to any Casualty, after which expenditure Tenant shall be entitled to all insurance proceeds payable by reason receive the Net Proceeds from time to time for the cost of such Substantial Casualtyreconstruction or repair, subject to reasonable and (e) upon completion customary controls to ensure funds disbursed by Landlord are in fact used for such purpose. Any Net Proceeds remaining after final payment has been made for such work and after Tenant has been reimbursed for any portions it contributed to the Restoration Cost shall be paid to Tenant. If the cost of any rebuilding, replacement or repair required to be made by Tenant pursuant to this Section XVII.C. shall exceed the amount of such repair and restorationNet Proceeds, Equitable and Purchaser the deficiency shall consummate the sale of the affected Mall on the terms and conditions set forth in this Agreement applicable thereto. 12.2be paid by Tenant.

Substantial Casualty. If prior (i) the Premises shall be damaged by fire, earthquake, other elements or other casualty during the Term and the Board of Directors of Tenant shall reasonably determine in good faith that the Premises has been rendered unsuitable for continued use in Tenant’s business, or (ii) during the last twelve (12) months of the Term, the Premises is damaged by fire, earthquake, other elements or other casualty and the amount of the damage is greater than twenty-five percent (25%) of the replacement cost of the Premises (excluding costs of footings, foundations, excavation and paving) (each a “Substantial Casualty”), then Tenant may terminate this Lease by delivery of written notice of termination to Landlord within ninety (90) days after the Substantial Casualty occurs. Notwithstanding the foregoing, Tenant shall be entitled to terminate this Lease pursuant to this Section 8.04(b) if and only if the insurance proceeds resulting from such casualty event (which are to be paid in full to Landlord in conjunction with such termination of this Lease by Tenant) are sufficient to fully restore the damaged or destroyed portion of the Premises (or, if the insurance proceeds from such casualty event are not sufficient to fully restore the damaged or destroyed portion of the Premises, then Tenant shall have the right to terminate this Lease by paying to Landlord an amount equal to the Closing difference between the insurance proceeds resulting from such casualty event and the amount sufficient to fully restore the damaged or destroyed portion of the Premises). Upon such termination, Tenant shall surrender the Premises to Landlord, and neither party shall have any Mall further obligations or liabilities under this Lease (except for such obligations and liabilities as would survive the normal expiration of the Term, all of which shall suffer any Substantial Casualtysurvive such early termination). Upon the termination of this Lease in accordance with the provisions of this Section 8.04(b), Purchaser all insurance proceeds shall nevertheless belong to and shall be required payable to close title Landlord, and Tenant shall have no right or claim with respect to all Malls hereundersuch insurance proceeds. In the event of any such Substantial Casualty Equitable termination of this Lease under the provisions of this Section 8.04(b), this Lease shall provide prompt written notice thereof to Purchaser, and Purchaser shall give written notice to Equitable within twenty (20) business days after Purchaser receives Equitable's written notice that Purchaser elects on terminate at the Closing Date either (i) to purchase all end of the Malls, calendar month in which event Section 12.3 shall apply, or (ii) to purchase all the notice of the Malls other than the Mall affected by such Substantial Casualty, in which event the Purchase Price payable at the Closing shall be reduced by that portion thereof which termination is allocated to the damaged Mall, as agreed by Equitable and Purchaser (the "Allocated Price") and Purchaser shall remain obligated to purchase the damaged Mall as hereinafter provided. If Purchaser shall make the election set forth in clause (ii) above, (a) the Closing shall take place as to all of the Malls other than the damaged Mall, (b) Escrow Agent shall retain in escrow pursuant to the terms of this Agreement that portion of the Deposit which bears the same proportion thereto as the Allocated Price bears to the Purchase Price (or the Letter(s) of Credit held by Equitable shall be reduced to such aggregate amount), (c) Equitable shall proceed with reasonable diligence to repair and restore the damaged Mall substantially to its condition immediately prior to such Substantial Casualty at Equitable's sole cost and expense, (d) Equitable shall be entitled to all insurance proceeds payable by reason of such Substantial Casualty, and (e) upon completion of such repair and restoration, Equitable and Purchaser shall consummate the sale of the affected Mall on the terms and conditions set forth in this Agreement applicable thereto. 12.2given.