Common use of Uneconomic Facility Clause in Contracts

Uneconomic Facility. In addition to Lessee's right to terminate under SECTION 11.1 hereof, if, at any time during its Lease Term, in the good faith judgment of Lessee, any Facility or FF&E shall have become uneconomic for continued use and occupancy by Lessee (such Facility or FF&E hereinafter sometimes called an "UNECONOMIC FACILITY"), then Lessee shall deliver to Brazos and Assignee a written notice (an "UNECONOMIC NOTICE") containing (i) notice of Lessee's intention to terminate the Facilities Lease as to such Uneconomic Facility as of a Basic Rent Payment Date specified in such notice, which Basic Rent Payment Date shall be within sixty (60) days of such notice, and (ii) a certificate of an officer of Lessee stating that Lessee has determined that such Facility or FF&E has become uneconomic for continued use and occupancy by Lessee; provided that Lessee may not deliver an Uneconomic Notice to Brazos under the terms of this ARTICLE XII for one (1) or more Facilities and FF&E, the aggregate Acquisition Costs of which exceed twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E owned as of the Closing Date; and provided, further, that if at the end of the Lease Term the aggregate Acquisition Costs of Facilities and FF&E for which Lessee has given Brazos an Uneconomic Notice exceeds twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E owned as of the Closing Date, Lessee shall not have the right to sell any Facilities or FF&E to a third party pursuant to SECTION 11.4. Lessee shall terminate this Facilities Lease with respect to such Uneconomic Facility and shall either purchase the Uneconomic Facility for cash at its Acquisition Cost on the Basic Rent Payment Date specified in such notice or sell such Uneconomic Facility on such date; provided, that if the proceeds of the sale of the Uneconomic Facility are less than the Acquisition Cost of such Uneconomic Facility, then in addition to the purchase price Lessee shall pay to Brazos an amount equal to such Acquisition Cost less the proceeds of such sale and, if such proceeds of sale exceed the Acquisition Cost, Brazos will pay any excess to Lessee."

Uneconomic Facility. In addition to Lessee's right to terminate under SECTION 11.1 11 hereof, if, at any time during its Lease Term, in the good faith judgment of Lessee, any Facility or FF&E Property shall have become uneconomic for continued use and occupancy by Lessee (such Facility or FF&E Property hereinafter sometimes called an "UNECONOMIC FACILITYPROPERTY"), then Lessee shall deliver to Brazos and Assignee a written notice (an "UNECONOMIC NOTICE") containing (i) notice of Lessee's intention to terminate the Facilities Ground Lease as to such Uneconomic Facility Property as of a Basic Rent Payment Date specified in such notice, which Basic Rent Payment Date shall be within sixty (60) days of such notice, and (ii) a certificate of an officer of Lessee stating that Lessee has determined that such Facility or FF&E Property has become uneconomic for continued use and occupancy by Lessee; provided that Lessee may not deliver an Uneconomic Notice to Brazos under the terms of this ARTICLE XII for one (1) or more Facilities and FF&EProperties, the aggregate Acquisition Costs of which exceed twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E Properties owned as of the Closing Date; and provided, further, that if at the end of the Lease Term the aggregate Acquisition Costs of Facilities and FF&E Properties for which Lessee has given Brazos an Uneconomic Notice exceeds twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E Properties owned as of the Closing Date, Lessee shall not have the right to sell any Facilities or FF&E Property to a third party pursuant to SECTION 11.4. Lessee shall terminate this Facilities Ground Lease with respect to such Uneconomic Facility Property and shall either purchase the Uneconomic Facility Property for cash at its Acquisition Cost on the Basic Rent Payment Date specified in such notice or sell such Uneconomic Facility Property on such date; provided, that if the proceeds of the sale of the Uneconomic Facility Property are less than the Acquisition Cost of such Uneconomic FacilityProperty, then in addition to the purchase price Lessee shall pay to Brazos an amount equal to such Acquisition Cost less the proceeds of such sale and, if such proceeds of sale exceed the Acquisition Cost, Brazos will pay any excess to Lessee."

Uneconomic Facility. In addition to Lessee's right to terminate under SECTION 11.1 hereof, ifIf, at any time during after the end of its Lease Term, in the good faith judgment of LesseeDiamond Shamrock R & M, any Facility or FF&E shall have become uneconomic for continued use and occupancy by Lessee Diamond Shamrock R & M as a gasoline/convenience store (such Facility used or FF&E to be used at such store are hereinafter sometimes called an "UNECONOMIC FACILITYUneconomic Facility"), then Lessee Diamond Shamrock R & M shall deliver to Brazos and Assignee a written notice (an "UNECONOMIC NOTICEUneconomic Notice") containing (i) notice of LesseeDiamond Shamrock R & M's intention to terminate the Facilities Lease as to such Uneconomic Facility as of a Basic Rent Payment Date specified in such notice, which Basic Rent Payment Date shall be within sixty (60) days of such notice, and (ii) a certificate of an officer of Lessee Diamond Shamrock R & M stating that Lessee Diamond Shamrock R & M has determined that such Facility or FF&E has become uneconomic for continued use and occupancy by Lessee; provided that Lessee may not deliver an Uneconomic Notice to Brazos under the terms of this ARTICLE XII for one (1) or more Facilities and FF&E, the aggregate Acquisition Costs of which exceed twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E owned Diamond Shamrock R & M as of the Closing Date; and provided, further, that if at the end of the Lease Term the aggregate Acquisition Costs of Facilities and FF&E for which Lessee has given Brazos an Uneconomic Notice exceeds twenty percent (20%) of the aggregate Acquisition Costs of all Facilities and FF&E owned as of the Closing Date, Lessee shall not have the right to sell any Facilities or FF&E to a third party pursuant to SECTION 11.4gasoline/convenience store. Lessee Diamond Shamrock R & M shall terminate this Facilities Lease with respect to such Uneconomic Facility and shall either purchase the Uneconomic Facility for cash at its Acquisition Cost on the Basic Rent Payment Date specified in such notice or sell such Uneconomic Facility on such date; provided, that if the proceeds of the sale of the Uneconomic Facility are less than the Acquisition Cost of such Uneconomic Facility, then in addition to the purchase price Lessee Diamond Shamrock R & M shall pay to Brazos an amount equal to such Acquisition Cost less the proceeds of such sale and, if such proceeds of sale exceed the Acquisition Cost, Brazos will pay any excess to Lesseesale."

Uneconomic Facility. In addition to Lessee's right to terminate under SECTION 11.1 hereof, if, at any time during its Lease Term, in the good faith judgment of Lessee, any Facility or FF&E shall have become uneconomic for continued use and occupancy by Lessee (such Facility or FF&E hereinafter sometimes called an "UNECONOMIC FACILITY"), then Lessee shall deliver to Brazos and Assignee a written notice (an "UNECONOMIC NOTICE") containing (i) notice of Lessee's intention to terminate the Facilities Lease as to such Uneconomic Facility as of a Basic Rent Payment Date specified in such notice, which Basic Rent Payment Date shall be within sixty (60) days of such notice, and (ii) a certificate of an officer of Lessee stating that Lessee has determined that such Facility or FF&E has become uneconomic for continued use and occupancy by Lessee; provided that Lessee may not deliver an Uneconomic Notice to Brazos under the terms of this ARTICLE XII for one (1) or more Facilities and FF&E, the aggregate Acquisition Costs of which exceed twenty ten percent (2010%) of the aggregate Acquisition Costs of all Facilities and FF&E owned as of the Closing DateFF&E; and provided, further, that if at the end of the Lease Term the aggregate Acquisition Costs of Facilities and FF&E for which Lessee has given Brazos an Uneconomic Notice exceeds twenty ten percent (2010%) of the aggregate Acquisition Costs of all Facilities and FF&E owned as of the Closing DateFF&E, Lessee shall not have the right to sell any Facilities or FF&E to a third party pursuant to SECTION 11.4. Lessee shall terminate this Facilities Lease with respect to such Uneconomic Facility and shall either purchase the Uneconomic Facility for cash at its Acquisition Cost on the Basic Rent Payment Date specified in such notice or sell such Uneconomic Facility on such date; provided, that if the proceeds of the sale of the Uneconomic Facility are less than the Acquisition Cost of such Uneconomic Facility, then in addition to the purchase price Lessee shall pay to Brazos an amount equal to such Acquisition Cost less the proceeds of such sale and, if such proceeds of sale exceed the Acquisition Cost, Brazos will pay any excess to Lessee."