Common use of Casualty or Taking Clause in Contracts

Casualty or Taking. In the event of casualty or loss or a Taking at any of the Individual Properties, Borrowers shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss insurance, or in connection with a Taking, (b) to appear in and prosecute any action arising from any insurance policies or Taking, (c) to collect and receive insurance proceeds and Condemnation Proceeds, and (d) to deduct therefrom Lender’s expenses incurred in the collection of such proceeds; provided however, that nothing contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s option, (i) to hold the balance of such proceeds to be used to pay for the cost of Restoration of the applicable Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event of a casualty or Taking with respect to an Individual Property where the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact on the remainder of such Individual Property, Borrowers may settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing and (b) such adjustment and the Restoration are carried out in a commercially reasonable and timely manner, and further provided that Lender’s reasonable consent shall be required for the adjustment or settlement by any Borrower of any claim the settlement or adjustment of which may reasonably be anticipated to result in proceeds in excess of $500,000.

Casualty or Taking. 8.1 In case during the Term all or any substantial part of the Premises or the Building or the Lot are damaged materially by fire or other casualty or by action of public or other authority in consequence thereof, or are taken by eminent domain or Landlord receives compensable damage by reason of anything lawfully done in pursuance of public or other authority, this Lease shall terminate at Landlord’s election, which may be made notwithstanding Landlord’s entire interest may have been divested, by notice given to Tenant within sixty (60) days after the election to terminate arises, specifying the effective date of termination. The effective date of termination specified by Landlord shall be not less than fifteen (15) nor more than thirty (30) days after the date of notice of such termination. Unless terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect following any such damage or taking, subject, however, to the following provisions. If in any such case the Premises are rendered unfit for use and occupation and this Lease is not so terminated, Landlord shall use reasonable efforts (following the expiration of the sixty (60) day period in which Landlord may terminate this Lease) to put the Premises and the Building, or in case of taking what may remain thereof into proper condition for use and occupation (excluding in case of both casualty and taking any items installed or paid for by Tenant which Tenant may be required to remove pursuant to this Lease). Landlord shall not be required to expend sums in excess of the net proceeds received on account of such casualty or taking. A just proportion of the Fixed Rent and Additional Rent according to the nature and extent of the injury shall be abated until the Premises or such remainder shall have been put by Landlord in such condition. In case of a taking which permanently reduces the area of the Premises, a just proportion of the Fixed Rent and Additional Rent shall be abated for the remainder of the Term. However, in any event, Tenant may terminate this Lease, without penalty, if the Premises are not restored to its original condition no later than one hundred eighty (180) days after the fire or other casualty. 8.2 Landlord reserves to itself any and all rights to receive awards made for damages to the Premises and Building and Lot and the leasehold hereby created, or any one or more of them, accruing by reason eminent domain or by reason of anything lawfully done in pursuance of public or other authority, provided Tenant may obtain any award related thereto to the extent such award will not lessen Landlord’s award.. Tenant hereby releases and assigns to Landlord all Tenant’s rights to such awards, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. 8.3 In the event of casualty or loss or a Taking at any taking of the Individual Properties, Borrowers shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether Premises or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss insurance, or in connection with a Takingpart thereof for temporary use, (bi) to appear in this Lease shall be and prosecute any action arising from any insurance policies or Taking, (c) to collect and receive insurance proceeds and Condemnation Proceedsremain unaffected thereby but the rent shall ▇▇▇▇▇ proportionately, and (dii) Tenant shall be entitled to deduct therefrom Lenderreceive for itself such portion or portions of any award made for such use with respect to the period of the taking which is within the Term, provided that if such taking shall remain in force at the expiration or earlier termination of this Lease, Tenant shall then pay to Landlord a sum equal to the reasonable cost of performing Tenant’s expenses incurred in obligations with respect to the collection surrender of the Premises and upon such proceeds; provided however, that nothing payment shall be excused from such obligations. 8.4 Notwithstanding any provisions to the contrary contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s optionelsewhere in this Lease, (ia) to hold the balance of such proceeds to be used to pay for the cost of Restoration of the applicable Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event that any of a casualty or Taking with respect to an Individual Property where its property otherwise removable hereunder is taken, Tenant may, seek compensation therefor from the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact on the remainder of such Individual Property, Borrowers may settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing taking authority and (b) such adjustment in the event that a portion of the Premises is taken and the Restoration are carried out remainder thereof, in a commercially the reasonable and timely mannerjudgment of Tenant, and further provided that Lenderis not suitable for the conduct of Tenant’s reasonable consent business operations, Tenant may terminate this Lease by notice given to Landlord within fifteen (15) days following such partial taking. Any termination by either party pursuant to this Section 8 shall be required for the adjustment or settlement by without prejudice to any Borrower of any claim the settlement or adjustment of which may reasonably be anticipated to result in proceeds in excess of $500,000rights accruing prior thereto.

Casualty or Taking. 8.1 In case during the Term all or any substantial part of the Premises or the Building or the Lot are damaged materially by fire or other casualty or by action of public or other authority in consequence thereof, or are taken by eminent domain or Landlord receives compensable damage by reason of anything lawfully done in pursuance of public or other authority, this Lease shall terminate at Landlord's election, which may be made notwithstanding Landlord's entire interest may have been divested, by notice given to Tenant within forty-five (45) days after the election to terminate arises, specifying the effective date of termination. The effective date of termination specified by Landlord shall be not less than fifteen (15) nor more than thirty (30) days after the date of notice of such termination. Unless terminated pursuant to the foregoing provisions, this lease shall remain in full force and effect following any such damage or taking, subject, however, to the following provisions. If in any such case the Premises are rendered unfit for use and occupation and this lease is not so terminated, Landlord shall use reasonable efforts (following the expiration of the forty-five (45) day period in which Landlord may terminate this lease) to put the Premises, or in case of taking what may remain thereof into proper condition for use and occupation (excluding in case of both casualty and taking any items installed or paid for by Tenant which Tenant may be required to remove pursuant to this lease). Landlord shall not be required to expend sums in excess of the net proceeds received on account of such casualty or taking. A just proportion of the Fixed Rent and Additional Rent according to the nature and extent of the injury shall be abated until the Premises or such remainder shall have been put by Landlord in such condition. In case of a taking which permanently reduces the area of the Premises, a just proportion of the Fixed Rent and Additional Rent shall be abated for the remainder of the Term. 8.2 Landlord reserves to itself any and all rights to receive awards made for damages to the Premises and Building and Lot and the leasehold hereby created, or any one or more of them, accruing by reason eminent domain or by reason of anything lawfully done in pursuance of public or other authority. Tenant hereby releases and assigns to Landlord all Tenant's rights to such awards, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request, hereby irrevocably designating and appointing Landlord as its attorney-in-fact to execute and deliver in Tenant's name and behalf all such further assignments thereof. 8.3 In the event of casualty or loss or a Taking at any taking of the Individual Properties, Borrowers shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether Premises or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss insurance, or in connection with a Takingpart thereof for temporary use, (bi) to appear in this lease shall be and prosecute any action arising from any insurance policies or Taking, (c) to collect remain unaffected thereby and receive insurance proceeds and Condemnation Proceedsrent shall not ▇▇▇▇▇, and (dii) Tenant shall be entitled to deduct therefrom Lender’s expenses incurred receive for itself such portion or portions of any award made for such use with respect to the period of the taking which is within the Term, provided that is such taking shall remain in force at the collection expiration or earlier termination of this lease, Tenant shall then pay to Landlord a sum equal to the reasonable cost of performing Tenant's obligations with respect to surrender of the Premises and upon such proceeds; provided however, that nothing payment shall be excused from such obligations. 8.4 Notwithstanding any provisions to the contrary contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s optionelsewhere in this lease, (ia) to hold the balance of such proceeds to be used to pay for the cost of Restoration of the applicable Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event that any of a casualty or Taking with respect to an Individual Property where its property otherwise removable hereunder is taken, Tenant may, seek compensation therefor from the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact on the remainder of such Individual Property, Borrowers may settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing taking authority and (b) such adjustment in the event that a portion of the Premises is taken and the Restoration are carried out remainder thereof, in a commercially the reasonable and timely mannerjudgment of Tenant, and further provided that Lender’s reasonable consent is not suitable for the conduct of Tenant's business operations, Tenant may terminate this lease by notice given to Landlord within fifteen (15) days following such partial taking. Any termination by either party pursuant to this Section 8 shall be required for the adjustment or settlement by without prejudice to any Borrower of any claim the settlement or adjustment of which may reasonably be anticipated to result in proceeds in excess of $500,000rights accruing prior thereto.

Casualty or Taking. 12.1 LANDLORD to Repair or Rebuild in the Event of Casualty. In case the Demised Premises or any part thereof shall be damaged or destroyed by fire or other casualty, taken (which term or reference to an eminent domain action generally, for the purposes of this article, shall include a sale in lieu of the exercise of the right of eminent domain) or ordered to be demolished by the action of any public authority in consequence of a fire or other casualty, this Lease shall, unless it is terminated as provided below in Section 12.2 or 12.3, remain in full force and effect, except as provided below, and LANDLORD shall, at its expense, proceed with due diligence to repair or rebuild the Demised Premises, or what may remain thereof, so as to restore it as nearly as practicable to the condition it was in immediately prior to such damage or destruction. Said repair or rebuilding shall relate to the work to be performed by LANDLORD in connection with the Building and shall not relate to the Tenant fit-up work described in this Lease. In the event, however, that the destruction to the Demised Premises exceeds fifty percent (50%) of the insurable value thereof, then the LANDLORD shall have the right to terminate the Lease upon sixty (60) days notice to TENANT. In the event of casualty or loss or a Taking at any that the LANDLORD is not able to repair the Demised Premises for full use and operation by the TENANT within eight (8) months of the Individual Propertiesdate of said casualty, Borrowers then the TENANT shall give immediate have the right to terminate this Lease upon sixty (60) days written notice to the LANDLORD. In the event that as a result of said casualty, TENANT is not able to occupy any part of the same Demised Premises, then TENANT'S rental obligations to LANDLORD with regard to its base rent payments shall cease until the insurance carrier and TENANT is able to Lender and shall promptly commence and diligently prosecute re-occupy the Demised Premises. In the event that as a result of said casualty, TENANT is only able to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration occupy a part of the affected Individual Property as nearly as possible Demised Premises, then TENANT'S rental obligations to LANDLORD with regard to its base rent payments shall be reduced on a pro-rata basis based upon the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss insurance, or in connection with a Taking, (b) to appear in and prosecute any action arising from any insurance policies or Taking, (c) to collect and receive insurance proceeds and Condemnation Proceeds, and (d) to deduct therefrom Lender’s expenses incurred in the collection of such proceeds; provided however, that nothing contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s option, (i) to hold the balance of such proceeds to be used to pay for the cost of Restoration percentage of the applicable Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event of a casualty or Taking with respect to an Individual Property where the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact on the remainder of such Individual Property, Borrowers may settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing and (b) such adjustment and the Restoration are carried out in a commercially reasonable and timely manner, and further provided that Lender’s reasonable consent shall be required for the adjustment or settlement Demised Premises still usable by any Borrower of any claim the settlement or adjustment of which may reasonably be anticipated to result in proceeds in excess of $500,000TENANT.

Casualty or Taking. In the event of a Taking, or a casualty or loss or a Taking reasonably estimated to exceed $100,000, at any of the Individual PropertiesProperty, Borrowers Borrower shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected such Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers Borrower shall pay all costs of such Restoration whether or not such costs are covered by insurance or Condemnation Proceeds. Borrowers Borrower hereby authorize authorizes and empower Lender empowers Lender, if an Event of Default exists or if the casualty or Taking involves a loss in excess of the Restoration Threshold, (a) to make proof of loss, to adjust and compromise or settle any claim under insurance policies, including without limitation business interruption or rent loss insurance, or in connection with a Taking, (b) to appear in and prosecute any action arising from any insurance policies or Taking, (c) to collect and receive insurance proceeds and Condemnation Proceeds, and (d) to deduct therefrom Lender’s expenses incurred in the collection of such proceeds; provided however, that nothing contained in this Section shall require Lender to incur any expense or take any action hereunder. Borrowers Borrower further authorize authorizes Lender, at Lender’s option, if the casualty involves a loss in excess of the Restoration Threshold, (i) to hold the balance of such proceeds to be used to pay for the cost of Restoration 46 of the applicable affected Individual Property or (ii) subject to Section 5.5(C), to apply such proceeds to payment of the Obligations whether or not then due, in any order, and, provided that no Event of Default has occurred and is continuing, upon any such application of insurance proceeds or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event of a casualty or Taking with respect to an Individual Property where the loss does not exceed the Restoration Threshold for such Individual PropertyThreshold, and Borrower shall, without the casualty or Taking (as applicable), in necessity of Lender’s reasonable judgmentconsent or participation, has no material impact on the remainder of such Individual Property, Borrowers may directly receive all insurance proceeds from its insurance carrier(s) and settle and adjust such claim; provided that (a) no Event of Default has occurred and is continuing and (b) such adjustment and the Restoration are carried out in a commercially reasonable and timely manner, and further provided that Lender’s reasonable consent shall be required for the adjustment or settlement by any Borrower of any claim the settlement or adjustment of which may reasonably be anticipated to result in proceeds in excess of $500,000.

Casualty or Taking. In Where the event Property does not conform to the requirements of this Agreement due to casualty or loss or a Taking at any of the Individual Propertiestaking, Borrowers shall give immediate written notice of the same to the insurance carrier and to Lender and shall promptly commence and diligently prosecute to completion, in accordance with the terms hereof, all Legal Requirements, the repair and restoration of the affected Individual Property as nearly as possible to the Pre-Existing Condition (hereinafter defined) (a “Restoration”). Borrowers shall pay all costs of such Restoration whether or not such costs are covered by insurance or Condemnation Proceeds. Borrowers hereby authorize and empower Lender then, (a) if the Property shall have been damaged by fire or casualty, Seller shall, unless Seller has previously restored the Property to make proof its former condition, pay over or assign to Buyer, at the Closing, all amounts recovered or recoverable on account of loss, to adjust and compromise or settle any claim under insurance policies, including business interruption or rent loss Seller’s property insurance, or in connection with a Takingless any amounts reasonably expended by Seller for partial restoration and an amount equal to Seller’s property insurance deductible; provided, however, (b1) if the cost to appear restore the Property is in excess of $1,000,000, or (2) such casualty would give a tenant at the Property the right to terminate its lease (and prosecute any action arising from any insurance policies such right is not waived in writing), or Taking(3) such casualty is an uninsured (or underinsured, as determined by Buyer in its reasonable opinion) loss (c) and Seller elects not to collect and receive insurance proceeds and Condemnation Proceeds, and (d) to deduct therefrom Lender’s expenses incurred in credit Buyer with the collection amount of such proceeds; provided howeveruninsured or underinsured loss), that nothing contained in this Section or (4) Seller’s insurance company fails to recognize Buyer as a permitted assignee of amounts recoverable under such insurance (and Seller elects not to credit Buyer with such amounts), then Buyer shall require Lender to incur any expense or take any action hereunder. Borrowers further authorize Lender, at Lender’s option, have the option (i) to hold the balance terminate this Agreement by delivering notice of such proceeds election to the Seller within ten (10) days of receipt of notice of such casualty upon which Escrow Agent shall return the Deposit to Buyer and this Agreement shall be used to pay for the cost of Restoration of the applicable Individual Property null and void and without further force and effect, or (ii) subject to Section 5.5(C), elect to apply such proceeds to payment of the Obligations whether or not then dueclose, in any order, and, provided that no Event of Default has occurred and is continuing, upon any which event Seller shall pay over or assign to Buyer such application of insurance proceeds amounts recovered or Condemnation Proceeds to the Obligations pursuant to the foregoing, no Prepayment Consideration shall be due and payable. Notwithstanding the foregoing, in the event of a casualty or Taking with respect to an Individual Property where the loss does not exceed the Restoration Threshold for such Individual Property, and the casualty or Taking (as applicable), in Lender’s reasonable judgment, has no material impact recoverable on the remainder account of such Individual Property, Borrowers may settle insurance and adjust such claiman amount equal to Seller’s property insurance deductible as set forth above; provided that (a) no Event of Default has occurred and is continuing and and (b) such adjustment and if any portion of the Restoration are carried out in a commercially reasonable and timely mannerProperty shall have been taken by exercise of the power of eminent domain, and further provided that Lender’s reasonable consent shall be required for the adjustment or settlement by any Borrower of any claim the settlement or adjustment value of which may reasonably be anticipated to result in proceeds is in excess of $500,0001,000,000, or which would give a tenant at the Property the right to terminate its lease (and such right is not waived in writing), which would reduce the parking at the Property, which would render the Property in violation of, or legally non-conforming with respect to, any zoning ordinance or regulation, or which would materially and adversely affect access to the Property, Buyer shall have the option to (i) terminate this Agreement by delivering notice of such election to Seller within ten (10) days of receipt of notice of such taking upon which Escrow Agent shall return the Deposit to Buyer and this Agreement shall be null and void and without further force or effect or (ii) elect to close, in which event Seller shall pay over or assign to Buyer, at the Closing, all awards recovered or recoverable on account of such taking, less any amounts reasonably expended by Seller in obtaining such award.