Common use of Substitution of Property Clause in Contracts

Substitution of Property. (i) With the prior written consent of the Assignee, in its sole and absolute discretion, the District may substitute other land, facilities or improvements (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), provided that the District has satisfied all of the following requirements, which are hereby declared to be conditions precedent to such substitution: (a) The District has certified to the Assignee that no Event of Default has occurred and is continuing. (b) The District has filed with the Bank, and caused to be recorded in the Office of the Xxxxxxxx County Register of Deeds, sufficient memorialization of an amended Appendix B to this Lease which adds thereto a description of such Substitute Property and deletes therefrom the description of such Former Property. (c) The District has obtained a ALTA policy of title insurance insuring the District’s leasehold estate hereunder in the Substitute Property, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank as an additional insured. (d) The District has certified in writing to the Assignee that such Substitute Property is essential to the District’s efficient and economic operation, serves an essential governmental function of the District and constitutes property which the District is permitted to lease under the laws of the State of Kansas. (e) The Substitute Property does not cause the District to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred or is continuing with respect to the Substitute Property. (f) The District has certified in writing to the Assignee that the estimated value and the estimated fair rental value of the Substitute Property are at least equal to the estimated value and the estimated fair rental value, respectively, of the Former Property as of the date hereof, and that the useful life of the Substitute Property extends to or beyond original term of this Lease. If requested by the Bank, the District has delivered to the Bank valuations prepared or confirmed by an independent third party, which might include, without limitation, an appraisal or a valuation by an insurance company. (g) The District has delivered to the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank may reasonably require; provided, however, that if the environmental studies have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable Environmental Laws, the Bank, at the direction of the Bank, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable Environmental Laws. (h) The Assignee has received an opinion of Bond Counsel satisfactory to the Bank that the substitution of the Leased Property will not constitute reissuance of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or to be claimed by a Holder. (ii) If at any time the Facilities are damaged or destroyed by uninsured casualty for which rental interruption insurance is not available, or if the use by the District of the Leased Property is unavailable due to Applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District shall, promptly after the occurrence of such event, substitute property for the Facilities under this Section 4.8, including, without limitation, treating the Leased Property Equipment as substitute property for the Facilities; provided, further , that nothing in this paragraph shall supersede the provisions of Article VI. (iii) Upon written consent of the Assignee and the satisfaction of all conditions precedent to any substitution under this Section 4.8, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property. The Bank and the District shall execute, deliver and cause to (iv) If for any reason the District is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal to the remaining Lease Payments hereunder, the District shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) In the event the District is unable to implement the actions described above in this Section 4.8, the District and the Assignee hereby agree that the obligations evidenced by this Lease shall be the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until all of the scheduled Lease Payments set forth on “Appendix C” hereto for such Rental Period have been paid in full.

Substitution of Property. (i) With The City has the prior written consent of the Assigneeoption at any time and from time to time, in its sole and absolute discretion, the District may to substitute other land, facilities or improvements real property (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), provided that the District has satisfied upon satisfaction of all of the following requirements, requirements which are hereby declared to be conditions precedent to such substitution: (a) The District has certified to the Assignee that no No Event of Default has occurred and is continuing. (b) The District City has filed with the BankAuthority and the Trustee, and caused to be recorded in the Office office of the Xxxxxxxx Alameda County Register of DeedsRecorder, sufficient memorialization of an amended Appendix B to amendment of this Lease, the Site Lease and the Assignment Agreement, which adds thereto a the legal description of such the Substitute Property to Appendix A and deletes therefrom the legal description of such the Former Property. (c) The District City has obtained a ALTA CLTA policy of title insurance insuring the DistrictCity’s leasehold estate hereunder in the Substitute Property, subject only to Permitted Encumbrances, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank as an additional insuredestimated value thereof. (d) The District City has certified in writing to the Assignee Authority and the Trustee that such the Substitute Property is essential to serves the District’s efficient and economic operation, serves an essential governmental function municipal purposes of the District City and constitutes property which the District City is permitted to lease under the laws of the State of KansasCalifornia, and has been determined to be important to the proper, efficient and economic operation of the City and to serve a proper governmental function of the City. (e) The Substitute Property does not cause the District City to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred or is continuing with respect to the Substitute Property. (f) The District City has certified in writing to filed with the Assignee Authority and the Trustee a written certificate of the City or other written evidence stating that the estimated value and the estimated fair rental value of the Substitute Leased Property are following the substitution will be at least equal to the estimated value and the estimated fair rental value, respectively, aggregate principal amount of the Former Property as of the date hereofBonds then outstanding, and that the useful life of the Substitute Property at least extends to or beyond original term the stated termination date of this Lease. If requested by the Bank, the District has delivered to the Bank valuations prepared or confirmed by an independent third party, which might include, without limitation, an appraisal or a valuation by an insurance company. (g) The District has delivered to the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank may reasonably require; provided, however, that if the environmental studies have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable Environmental Laws, the Bank, at the direction of the Bank, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable Environmental Laws. (h) The Assignee has received an opinion of Bond Counsel satisfactory to the Bank that the substitution of the Leased Property will not constitute reissuance of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or to be claimed by a Holder. (ii) If at any time the Facilities are damaged or destroyed by uninsured casualty for which rental interruption insurance is not available, or if the use by the District of the Leased Property is unavailable due to Applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District shall, promptly after the occurrence of such event, substitute property for the Facilities under this Section 4.8, including, without limitation, treating the Leased Property Equipment as substitute property for the Facilities; provided, further , that nothing in this paragraph shall supersede the provisions of Article VI. (iii) Upon written consent of the Assignee and the satisfaction of all such conditions precedent to any substitution under this Section 4.8precedent, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property, and all references to the Former Property will apply with full force and effect to the Substitute Property. The Bank City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of any substitution of property under this Section. The Authority and the District shall City will execute, deliver and cause to (iv) If for any reason to be recorded all documents required to discharge the District is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal to the remaining Lease Payments hereunderSite Lease, the District shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) In the event the District is unable to implement the actions described above in this Section 4.8, the District and the Assignee hereby agree that the obligations evidenced by this Lease shall be the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until Assignment Agreement of record against the Former Property and to cause the Substitute Property to become subject to all of the scheduled terms and conditions of the Site Lease, this Lease Payments set forth on “Appendix C” hereto for such Rental Period have been paid in fulland the Assignment Agreement.

Substitution of Property. (i) With The District has the prior written consent of the Assignee, in its sole option at any time and absolute discretion, the District may from time to time to substitute other land, facilities or improvements real property (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), provided that the District has satisfied shall satisfy all of the following requirements, requirements which are hereby declared to be conditions precedent to such substitution: (a) The District has certified to the Assignee that no No Event of Default has occurred and is continuing. (b) The District has filed with the BankCorporation and the Trustee, and caused to be recorded in the Office office of the Xxxxxxxx Contra Costa County Register of Deeds, Recorder sufficient memorialization of of, an amended Appendix B to this Lease amendment hereof which adds thereto to Appendix A hereto a description of such Substitute Property and deletes therefrom the description of such Former Property. (c) The District has obtained a ALTA CLTA policy of title insurance insuring which insures the District’s leasehold estate hereunder in the such Substitute Property, subject only to Permitted Encumbrances, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank as an additional insured.estimated value thereof; (d) The District has certified in writing to the Assignee Corporation and the Trustee that such Substitute Property is essential to serves the District’s efficient and economic operation, serves an essential governmental function educational purposes of the District and constitutes property which the District is permitted to lease under the laws of the State of KansasCalifornia, and has been determined to be essential to the proper, efficient and economic operation of the District and to serve an essential governmental function of the District. (e) The Substitute Property does not cause the District to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred herein or is continuing with respect to in the Substitute PropertyTrust Agreement. (f) The District has certified in writing to filed with the Assignee Corporation and the Trustee an appraisal or other written documentation which establishes that the estimated value and the estimated fair rental value of the Substitute Property are at least equal to the estimated value and the estimated fair rental value, respectively, of the Former Property as of the date hereofProperty, and that the useful life of the Substitute Property extends to at least equals the lesser of (i) the useful life of the Former Property, or beyond original term (ii) the final Lease Payment Date of this Lease. If requested by the Bank, the District has delivered to the Bank valuations prepared or confirmed by an independent third party, which might include, without limitation, an appraisal or a valuation by an insurance companyLease Payments. (g) The District has delivered mailed written notice of such substitution to each rating agency which then maintains a rating on the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank may reasonably require; provided, however, that if the environmental studies have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable Environmental Laws, the Bank, at the direction of the Bank, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable Environmental LawsCertificates. (h) The Assignee has received an opinion of Bond Counsel satisfactory to District shall have obtained the Bank that the substitution of the Leased Property will not constitute reissuance of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or to be claimed by a Holder. (ii) If at any time the Facilities are damaged or destroyed by uninsured casualty for which rental interruption insurance is not available, or if the use by the District of the Leased Property is unavailable due to Applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District shall, promptly after the occurrence of such event, substitute property for the Facilities under this Section 4.8, including, without limitation, treating the Leased Property Equipment as substitute property for the Facilities; provided, further , that nothing in this paragraph shall supersede the provisions of Article VI. (iii) Upon prior written consent of the Assignee and Certificate Insurer to such substitution. Upon the satisfaction of all such conditions precedent to any substitution under this Section 4.8precedent, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property, and all references to the Former Property will apply with full force and effect to the Substitute Property. The Bank District is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of such substitution. The Corporation and the District shall will execute, deliver and cause to (iv) If for any reason the District is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal be recorded all documents required to the remaining Lease Payments hereunder, the District shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) In the event the District is unable to implement the actions described above in this Section 4.8, the District and the Assignee hereby agree that the obligations evidenced by discharge this Lease shall be against the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until all of the scheduled Lease Payments set forth on “Appendix C” hereto for such Rental Period have been paid in fullFormer Property.

Substitution of Property. (i) With The City has the prior written consent of the Assigneeoption at any time and from time to time, in its sole and absolute discretion, the District may to substitute other land, facilities or improvements real property (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), provided that the District has satisfied upon satisfaction of all of the following requirements, requirements which are hereby declared to be conditions precedent to such substitution: (a) The District has certified to the Assignee that no No Event of Default has occurred and is continuing. (b) The District City has filed with the BankAuthority and the Trustee, and caused to be recorded in the Office office of the Xxxxxxxx Santa Xxxxx County Register of DeedsRecorder, sufficient memorialization of an amended Appendix B to amendment of this Lease, the Site Lease and the Assignment Agreement, which adds thereto a the legal description of such the Substitute Property to Appendix A and deletes therefrom the legal description of such the Former Property. (c) The District City has obtained a ALTA CLTA policy of title insurance insuring the DistrictCity’s leasehold estate hereunder in the Substitute Property, subject only to Permitted Encumbrances, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank as an additional insuredestimated value thereof. (d) The District City has certified in writing to the Assignee Authority and the Trustee that such the Substitute Property is essential to serves the District’s efficient and economic operation, serves an essential governmental function municipal purposes of the District City and constitutes property which the District City is permitted to lease under the laws of the State of KansasCalifornia, and has been determined to be important to the proper, efficient and economic operation of the City and to serve a proper governmental function of the City. (e) The Substitute Property does not cause the District City to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred or is continuing with respect to the Substitute Property. (f) The District City has certified in writing to filed with the Assignee Authority and the Trustee a written certificate of the City or other written evidence stating that the estimated value and the estimated fair rental value of the Substitute Leased Property are following the substitution will be at least equal to the estimated value and the estimated fair rental value, respectively, aggregate principal amount of the Former Property as of the date hereofBonds then outstanding, and that the useful life of the Substitute Property at least extends to or beyond original term the stated termination date of this Lease. If requested by the Bank, the District has delivered to the Bank valuations prepared or confirmed by an independent third party, which might include, without limitation, an appraisal or a valuation by an insurance company. (g) The District has delivered to the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank may reasonably require; provided, however, that if the environmental studies have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable Environmental Laws, the Bank, at the direction of the Bank, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable Environmental Laws. (h) The Assignee has received an opinion of Bond Counsel satisfactory to the Bank that the substitution of the Leased Property will not constitute reissuance of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or to be claimed by a Holder. (ii) If at any time the Facilities are damaged or destroyed by uninsured casualty for which rental interruption insurance is not available, or if the use by the District of the Leased Property is unavailable due to Applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District shall, promptly after the occurrence of such event, substitute property for the Facilities under this Section 4.8, including, without limitation, treating the Leased Property Equipment as substitute property for the Facilities; provided, further , that nothing in this paragraph shall supersede the provisions of Article VI. (iii) Upon written consent of the Assignee and the satisfaction of all such conditions precedent to any substitution under this Section 4.8precedent, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property, and all references to the Former Property will apply with full force and effect to the Substitute Property. The Bank City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of any substitution of property under this Section. The Authority and the District shall City will execute, deliver and cause to (iv) If for any reason to be recorded all documents required to discharge the District is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal to the remaining Lease Payments hereunderSite Lease, the District shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) In the event the District is unable to implement the actions described above in this Section 4.8, the District and the Assignee hereby agree that the obligations evidenced by this Lease shall be the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until Assignment Agreement of record against the Former Property and to cause the Substitute Property to become subject to all of the scheduled terms and conditions of the Site Lease, this Lease Payments set forth on “Appendix C” hereto for such Rental Period have been paid in fulland the Assignment Agreement.

Substitution of Property. (i) With the prior written consent of the Assignee, Assignee in its sole and absolute discretion, the District may has the option at any time and from time to time to substitute other land, facilities or improvements unencumbered real property (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), provided that all costs and expenses incurred in connection with such substitution shall be borne by the District and there shall be no reduction in or abatement of the Lease Payments due from the District hereunder as a result of such substitution and the District has satisfied all of the following requirements, requirements which are hereby declared to be conditions precedent to such substitution: (a) The No Event of Default has occurred and is continuing and the District has certified shall certify to the Corporation and the Assignee that no Event of Default has occurred and is continuing.; (b) The District has filed with the BankCorporation and the Assignee, and caused to be recorded in the Office office of the Xxxxxxxx Alameda County Register of Deeds, Recorder sufficient memorialization of of, an amended Appendix B amendment to this the Site Lease and hereof which adds thereto to Appendix A hereto a description of such Substitute Property and deletes therefrom the description of such Former Property. (c) The District has obtained a ALTA CLTA policy of title insurance insuring which insures the District’s fee estate, the Corporation’s and Assignee’s leasehold estate under the Site Lease and the District’s subleasehold estate hereunder in the such Substitute Property, subject only to Permitted Encumbrances, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank Assignee as an additional insured. (d) The District has certified in writing to filed with the Assignee Corporation and the Trustee a certificate executed by a District Representative stating that such Substitute Property is essential to serves the District’s efficient and economic operation, serves an essential governmental function educational purposes of the District and constitutes property which the District is permitted to lease under the laws of the State State, and has been determined to be essential to the proper, efficient and economic operation of Kansasthe District and to serve an essential governmental function of the District. (e) The Substitute Property does not cause the District to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred herein or is continuing with respect to in the Substitute PropertySite Lease. (f) The District has certified in writing to filed with the Corporation and the Assignee a certificate executed by a District Representative stating that the estimated value and the estimated fair rental value of the Substitute Property are at least equal to the estimated value and the estimated fair rental value, respectively, of the Former Property as of the date hereofProperty, and that the useful life of the Substitute Property extends at least equals the date that is 10 years following the final Lease Payment Date of the Lease Payments and the District certifies that the estimated value and the estimated annual fair rental value of the Leased Property, after giving effect to or beyond original term the proposed substitution, after giving effect to the proposed substitution, are no less than the maximum annual Lease Payments remaining unpaid hereunder at the time of this Leasethe proposed substitution. If requested by the BankAssignee, the District has delivered to the Bank valuations prepared or confirmed by an independent third partyAssignee evidence of such valuation, which might include, without limitation, an appraisal or a valuation by an insurance company. (g) The District has delivered to the Corporation and the Assignee an opinion of Bond Counsel to the effect that such substitution of Leased Property will not, in and of itself, cause the interest component of Lease Payments to be included in gross income for federal income tax purposes. (h) No event giving rise to an abatement of Lease Payments has occurred or is continuing with respect to the Substitute Property. (I) The District has delivered to the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank Assignee may reasonably require; provided, however, that if the environmental studies surveys have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable applicable Environmental Laws, the BankCorporation, at the direction of the BankAssignee, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank Assignee has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable applicable Environmental Laws. (hJ) The Such other documentation as Assignee has received an opinion may request. Upon the written consent of Bond Counsel satisfactory the Assignee and the satisfaction of all such conditions precedent, the Term of this Lease will thereupon end as to the Bank that Former Property and commence as to the substitution of Substitute Property, and all references to the Leased Former Property will apply with full force and effect to the Substitute Property. The District is not constitute reissuance entitled to any reduction, diminution, extension or other modification of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease whatsoever as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or result of such substitution. The Corporation and the District will execute, deliver and cause to be claimed by a Holder. (ii) recorded all documents required to discharge the Site Lease, this Lease against the Former Property. If at any time the Facilities are Leased Property is damaged or destroyed by earthquake or other uninsured casualty for which rental interruption insurance is not available, or if the use by the District of the Leased Property is unavailable due to Applicable applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District shall, promptly after the occurrence of such event, substitute property for the Facilities Leased Property under this Section 4.8that is unimpaired and unencumbered, including, without limitation, treating the Leased Property Equipment as substitute property fair rental value of which shall be at least equal to the Lease Payments due during each fiscal year for the Facilitiesremainder of the Term of this Lease; provided, further however, that nothing in this paragraph shall supersede the provisions of Article VI. (iii) Upon written consent of the Assignee and the satisfaction of all conditions precedent to any substitution under this Section 4.8, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property. The Bank and the District shall execute, deliver and cause to (iv) If for any reason the District is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal to the remaining Lease Payments hereunder, the District shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) . In the event the District is unable to implement the actions described above in this Section 4.8the second preceding paragraph, the District and the Assignee Corporation hereby agree that the obligations evidenced by this Lease shall be the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until all of the scheduled Lease Payments set forth on “Appendix C” hereto for such Rental Period have been paid in full.

Substitution of Property. (i) With the prior written consent of the Assignee, in its sole and absolute discretion, the District City may substitute other land, facilities or improvements (the “Substitute Property”) for the Leased Property or any portion thereof (the “Former Property”), by providing the Assignee with a supplement to this Lease substantially in the form attached as Appendix D hereto, provided that the District City has satisfied all of the following requirements, which are hereby declared to be conditions precedent to such substitution: (a) The District City has certified to the Authority and the Assignee that no Event of Default has occurred and is continuing. (b) The District City has filed with the BankAuthority and the Assignee, and caused to be recorded in the Office of the Xxxxxxxx Orange County Register of DeedsRegistrar-Recorder, sufficient memorialization of an amended Appendix B to this Lease which adds thereto a description of such Substitute Property and deletes therefrom the description of such Former PropertyProperty (together with corresponding supplements to the Site Lease and Assignment Agreement in form and substance satisfactory to the Assignee). (c) The District City has obtained a ALTA CLTA policy of title insurance insuring the DistrictCity’s leasehold estate hereunder in the Substitute Property, in an amount at least equal to the aggregate unpaid principal components of the Lease Payments and naming the Bank Assignee as an additional insured. (d) The District City has certified in writing to the Authority and the Assignee that such Substitute Property is essential to the DistrictCity’s efficient and economic operation, serves an essential governmental function of the District City and constitutes property which the District City is permitted to lease under the laws of the State of KansasCalifornia. (e) The Substitute Property does not cause the District City to violate any of its covenants, representations and warranties made herein. No event giving rise to an abatement of Lease Payments has occurred or is continuing with respect to the Substitute Property. (f) The District City has certified in writing to the Authority and the Assignee that the estimated value and the estimated fair rental value of the Substitute Property are at least equal to the estimated value and the estimated fair rental value, respectively, of the Former Property as of the date hereof, and that the useful life of the Substitute Property extends to or beyond original term of this LeaseMarch 1, 2036. If requested by the BankAssignee, the District City has delivered to the Bank Assignee valuations prepared or confirmed by an independent third party, which might include, without limitation, an appraisal or a valuation by an insurance company. (g) The District has delivered to the Assignee an environmental survey or surveys with respect to the Substitute Property, and other documents that the Bank may reasonably require; provided, however, that if the environmental studies have recommended that remedial action be taken with respect to the Substitute Property so that it will be in compliance with Applicable Environmental Laws, the Bank, at the direction of the Bank, does not have an obligation or duty to accept the Substitute Property as Leased Property until such time as the remedial action has been completed and the Bank has received assurances to its satisfaction that the Substitute Property is in compliance with Applicable Environmental Laws. (h) The Assignee has received an opinion of Bond Counsel satisfactory to the Bank that the substitution of the Leased Property will not constitute reissuance of the Lease or any Lease Payments for federal tax purposes or adversely affect the status of the Lease as a “qualified zone academy bond” or adversely affect any Tax Credits claimed or to be claimed by a Holder. (ii) . If at any time the Facilities are damaged or destroyed by earthquake or other uninsured casualty for which rental interruption insurance is not available, or if the use by the District City of the Leased Property is unavailable due to Applicable Environmental Laws or the presence of a Hazardous Substance and rental interruption insurance is not available, the District City shall, promptly after the occurrence of such event, substitute property for the Facilities under this Section 4.8, including, without limitation, treating the Leased Property Equipment as substitute property for the Facilities4.7; provided, further however, that nothing in this paragraph shall supersede the provisions of Article VI. (iii) . Upon written consent of the Assignee and the satisfaction of all conditions precedent to any substitution under this Section 4.84.7, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property. The Bank Authority and the District City shall execute, deliver and cause to (iv) to be recorded all documents required to discharge the Site Lease, this Lease and the Assignment Agreement of record against the Former Property. If for any reason the District City is unable to so substitute real property for the Leased Property with an estimated value and an estimated fair rental value at least equal to the remaining Lease Payments hereunder, the District City shall use its best efforts to obtain other financing in an amount necessary to prepay the principal component of the Lease Payments not supported by the fair rental value of the substituted property, if any. (v) . In the event the District City is unable to implement the actions described above in this Section 4.84.7, the District City and the Assignee Authority hereby agree that the obligations evidenced by this Lease shall be the senior encumbrance on the Leased Property and any future encumbrance, including without limitation any lease, mortgage, deed of trust or security interest, shall be subordinate to this Lease and there shall be no payments in any Rental Period on the obligations evidenced or secured thereby until all of the scheduled Lease Payments set forth on “Appendix C” C hereto for such Rental Period have been paid in full.