Common use of Bankruptcy or Insolvency Clause in Contracts

Bankruptcy or Insolvency. In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petition, this Lease shall be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:

Bankruptcy or Insolvency. 30.01 Conditions to the Assumption and Assignment of this Lease under Chapter 7, 11 or 13 of the Bankruptcy Code: In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee Trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of some or otherwise, such election and assignment may only be made if all of the terms and conditions of this Article Sections 29.02 and 29.04 hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under continuously occupy and use the LeasePremises. Under these circumstances, Tenant agrees that should Tenant, as Debtor-inIn-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petitionpetition in bankruptcy, this Lease shall be deemed to have been rejected. , Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the this Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-inIn-Possession, or the Trustee abandons the Premises, the same shall be deemed a rejection of the this Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-inIn-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledcancelled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.

Bankruptcy or Insolvency. If the Tenant shall neglect or fail to perform or observe any of the covenants, conditions or obligations on the part of the Tenant herein contained or observed; or if any petition shall be filed by or against Tenant under any Bankruptcy or Insolvency Law, now or hereinafter enacted, State or Federal; or if the estate hereby created shall be attached or taken by legal process; or if the Tenant shall make an assignment for the benefit of its creditors by way of trust mortgage, judicial proceedings, or otherwise; or if a receiver, trustee or similar officer shall be appointed to take charge of any part of the Tenant's property; then and in any of such events notwithstanding any waiver or license of any former breach and without prejudice to any other remedy which the Landlord may have for arrears of rent or otherwise, Landlord may, without demand or notice, enter into and upon the Demised Premises, or any part thereof, in the name of the whole, and repossess the same as of its former estate, and expel the Tenant and those claiming by, through or under it, and remove its or their goods and effects, forcibly if necessary, and may store the same in the name and at the expense of the Tenant, and upon entry as aforesaid this Lease shall terminate. Such entry may be effected by written notice to Tenant to the same effect as actual entry for breach of condition. In the event that of such termination, the Tenant shall become a Debtor under Chapter 7covenants and agrees to indemnify and hold harmless the Landlord from and against any and all loss of rent, 11 or 13 damages and other expenses, including reasonable attorneys' fees, brokerage, and costs of reletting incurred by the Landlord by reason of such termination, from time to time, upon demand of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfiedLandlord. The Tenant acknowledges further agrees that it will, upon demand, pay to the Landlord has executed in the event of such termination a sum equal to the amount by which the rent and other charges herein reserved for the balance of the term hereinabove specified exceeds the fair market rental value of the premises for the balance of said term. Credit shall be given to the liability of Tenant to indemnify Landlord under this paragraph 20 for any payments made under the preceding sentence. Prior to termination of this Lease based on by Landlord by reason of Tenant’s inducements as 's default, Landlord shall give Tenant ten (10) days written notice with respect to its financial integrityany payment of money and fifteen (15) days written notice in all other events, business experience and ability to pay all Tenant’s obligations under provided that if by reason of the Lease. Under these circumstancesnature of the default the same cannot be reasonably cured within said fifteen (15) day period, Tenant agrees that should Tenant, as Debtor-in-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petition, this Lease shall not be deemed to have been rejected. in default, if Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:shall

Bankruptcy or Insolvency. Tenant shall not assign, mortgage or encumber this Lease, nor sublet, nor suffer or permit the Premises or any part thereof to be used by others, except as allowed herein; provided, however, that if this Lease is assigned to any person or entity pursuant to the provisions of the Bankruptcy Code, 11 U.S.C. §101 et seq. (the “Bankruptcy Code”), any and all monies or other considerations payable or otherwise to be delivered in connection with such assignment shall be paid or delivered to Landlord, shall be and remain the exclusive property of Landlord and shall not constitute property of Tenant or of the estate of Tenant within the meaning of the Bankruptcy Code. Any and all monies or other consideration constituting Landlord’s property under the preceding sentence not paid or delivered to Landlord shall be held in trust for the benefit of Landlord and be promptly paid to or turned over to Landlord. In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee Trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of or otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof herein are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any If such Trustee appointed for Tenant, shall fail to elect to assume this Lease within sixty (60) days after the filing of the PetitionPetition or such shorter period as imposed by law, this Lease shall be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledterminated, but Landlord’s right to be compensated for damages both at law and as provided herein in such liquidation proceeding case shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.

Bankruptcy or Insolvency. It is expressly agreed that if at any time during the term of this lease, Tenant shall be adjudged bankrupt or insolvent by any Federal or State Court of competent jurisdiction, Landlord may, at its option, declare this Lease to be terminated and canceled, and may take possession of the demised premises. In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Codebankruptcy or insolvency of the Landlord, and or in the trustee or event the premises are sold, Tenant shall may elect to assume terminate this Lease for Lease, but it will not be required to do so. DAMAGE OR DESTRUCTION BY FIRE OR NATURE CAUSES If, during the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions term of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based Lease, the building on Tenant’s inducements as to its financial integritythe demised premises is destroyed by fire, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possessionnatural causes, or any Trustee appointed for Tenantother casualty, fail to elect to assume this Lease or so damaged thereby that it cannot be repaired with reasonable diligence within sixty (60) days after the filing of the Petitiondays, this Lease shall terminate as of the date of such damage or destruction. However, if said buildings can with reasonable diligence be deemed to have been rejectedrepaired within 60 days, said buildings shall be, by Landlord, repaired as quickly as is reasonably possible, and this lease shall remain in full force and effect; provided, however, rent shall be abated for any part of said building which is rendered unfit for occupancy for the period that such unfitness continues. Tenant further knowingly DEFAULT ON PAYMENT OF RENT If any monthly installment of rent as herein called for remains overdue and voluntarily waives any right to seek additional time to affirm or reject unpaid for ten (10) days, Landlord shall impose a penalty of five (5) percent of the Lease and acknowledges that there is no cause to seek such extensionmonthly rental amount for each month overdue. If Tenant, any monthly installment of rent and interest as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least herein called for remain overdue and unpaid for thirty (30) days prior written notice from Tenantdays, as Debtor-in-PossessionLandlord may, or at its Trustee of option, at any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to time during such default, declare this Lease terminated and take possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:demised premises.

Bankruptcy or Insolvency. Neither Tenant’s interest in this Lease , nor any interest therein of Tenant nor any estate hereby created in Tenant, shall pass to any trustee or receiver or assignee for the benefit of creditors or otherwise by operation of law. In the event the estate created in Tenant hereby shall be taken, in execution or by other process of law; or if Tenant shall be adjudicated insolvent or bankrupt pursuant to the provisions of any state or federal insolvency or bankruptcy act, or if a receiver or trustee of the property of Tenant shall be appointed by reason of the insolvency or inability of Tenant to pay its debts, or if any assignment shall be made of the property of Tenant for the benefit of creditors, then and in any such events, Landlord may at its option terminate this Lease and all rights of Tenant hereunder, by giving to Tenant notice in writing of the election of Landlord to so terminate, in which event this Lease shall cease and terminate with the same force and effect as though the date set forth in said notice were the date originally set forth herein and fixed for the expiration of the term of this Lease, and Tenant shall vacate and surrender the Premises but shall remain liable as herein provided. Tenant shall not cause or give cause for the institution of legal proceedings seeking to have Tenant adjudicated bankrupt, reorganized or rearranged under the bankruptcy laws of the United States, and shall not cause or give cause for the appointment of a trustee or receiver for the assets of Tenant and shall not make any assignment for the benefit of creditors, or become or be adjudicated insolvent. The allowance of any petition under the bankruptcy law, or the appointment of a trustee or receiver of Tenant, or its assets, shall be conclusive evidence that Tenant caused, or gave cause therefor, unless such allowance of the petition, or the appointment of a trustee or receiver, is vacated within thirty (30) days after such allowance or appointment. Any act described in this Section 23 shall become be deemed a Debtor under Chapter 7material breach of Tenant’s obligation hereunder, and upon such breach by Tenant, Landlord may, at its option and in addition to any other remedy available to Landlord, terminate this Lease and all rights of Tenant hereunder, by giving to Tenant notice in writing of the election of Landlord to so terminate. Notwithstanding anything to the contrary contained in this Section 23, in the event, for any reason whatsoever, the interest of Tenant in this Lease is subject to assignment or sale by the Bankruptcy Court, then, and in that event, all proceeds of such sale or assignment shall be paid to Landlord and not to Tenant nor to the bankruptcy estate. Neither Tenant’s interest in this Lease, nor any estate hereby created in Tenant nor any interest herein or therein, shall pass to any trustee or receiver or assignee for the benefit of creditors or otherwise by operation of law, except as may specifically be provided pursuant to the Bankruptcy Code (11 or 13 USC §101 et. seq.), as the same may be amended from time to time. It is understood and agreed that this Lease is a lease of real property as such lease is described in Section 365 of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning as the same may be amended from time to time. Upon the filing of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The a petition by or against Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstancesBankruptcy Code, Tenant agrees that should Tenant, as Debtordebtor and as debtor-in-Possessionpossession, and any trustee who may be appointed with respect to the assets of or any Trustee appointed for estate in bankruptcy of Tenant, fail agree to elect to assume this Lease within sixty (60) days after pay monthly in advance on the filing first day of the Petition, this Lease shall be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenanteach month, as Debtor-in-Possession, or reasonable compensation for the Trustee abandons use and occupancy of the Premises, same shall be deemed a rejection an amount equal to all Base Rent and other charges otherwise due pursuant to this Lease. Included within and in addition to any other conditions or obligations imposed upon Tenant or its successor in the event of the Lease. Landlord shall be entitled to at least assumption and/or assignment of this Lease are the following: (i) the cure of any monetary defaults and reimbursement of pecuniary loss within not more than thirty (30) days prior written notice from Tenantof assumption and/or assignment; (ii) the deposit of an additional sum equal to not less than three (3) months’ Base Rent to be held by Landlord as a security deposit, as Debtor-in-Possessionwhich sum shall be determined by Landlord, in its sole discretion, to be a necessary deposit to secure the future performance under the Lease of Tenant or its Trustee of any intention to abandon assignee; (iii) the Premises. Landlord shall thereupon be immediately entitled to possession use of the Premises without further obligation to Tenant or the Trustee, and as set forth in Section 8 of this Lease shall be canceled, but Landlord’s right are unchanged; and (iv) the prior written consent of any mortgagee to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume which this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have Lease has been satisfied, and Landlord has so acknowledged in writing:assigned as collateral security.

Bankruptcy or Insolvency. In If at any time during the event that Tenant shall become Term of this Lease or any extensions or renewals thereof, a Debtor petition of relief, reorganization, arrangement or liquidation under Chapter 7, 11 or 13 any of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all laws of the terms and conditions United States Bankruptcy Code be filed by Tenant or any guarantor of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or if any Trustee appointed for Tenant, fail to elect to assume this Lease such petition(s) shall be filed against Tenant or any guarantor and not be dismissed within sixty (60) days after from the filing date if such filing, or if Tenant or any guarantor has filed a petition to be adjudicated a bankrupt, or if the assets of Tenant or the business conducted by Tenant on the Premises be taken over or sequestered by a trustee or receiver or any other person pursuant to any judicial proceedings, or if Tenant makes an assignment for the benefit of creditors, then the occurrence of any such act shall be deemed, at the option of Landlord, to constitute a breach of this Lease by Tenant. Tenant agrees that should this Lease ever become part of a debtor’s estate under 11 U.S.C.A. §§ 1 et seq. (the “U.S. Bankruptcy Code”), Tenant shall use its best efforts to cause the prompt assumption or rejection of this Lease in compliance with subsection 365(b)(1) of said Code, including but not limited to the curing of any defaults and/or the provision of adequate assurance. Landlord, at its election, may terminate this Lease in the event of the Petitionoccurrence of any of the events enumerated herein, by giving not less than five (5) days written notice to Tenant or to the assignee or trustee or such other person appointed pursuant to the order of a court, and thereupon Landlord may re-enter the Premises and this Lease shall not be deemed to have been rejectedtreated as an asset of Tenant’s estate. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If TenantHowever, as Debtornotwithstanding Landlord’s re-in-Possessionentry, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice exercise all available rights and remedies and to recover from TenantTenant all monies which may be due or become due, as Debtor-in-Possession, or its Trustee of including Minimum Rent and Additional Rent and any intention to abandon other damages resulting from the Premises. Landlord shall thereupon be immediately entitled to possession breach of the Premises without further obligation to Tenant or the Trustee, and terms of this Lease shall be canceled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.

Bankruptcy or Insolvency. 29.01 Conditions to the Assumption and Assignment of this Lease under Chapter 7, 11 or 13 of the Bankruptcy Code: In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee Trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwisethis lease, such election and assignment may only be made if all of the terms and conditions of this Article Sections 30.02 and 30.04 hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under continuously occupy and use the LeasePremises. Under these circumstances, Tenant agrees that should Tenant, as Debtor-inIn-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petitionpetition in bankruptcy, this Lease shall be deemed to have been rejected. , Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the this Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-inIn-Possession, or the Trustee abandons the Premises, the same shall be deemed a rejection of the this Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-inIn-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledcancelled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.

Bankruptcy or Insolvency. 15.1. If at any time prior to the Commencement Date or during the Term, there shall be filed by or against Tenant in any court pursuant to any statute either of the United States or of any state, a petition in bankruptcy or insolvency or for reorganization or arrangement, or for the appointment of a receiver or trustee of all or a portion of Tenant's property, or if Tenant makes an assignment for the benefit or creditors or if there is an assignment by operation of law, or if Tenant makes application to Tenant's creditors to settle or compound or extend the time for payment of Tenant obligations, or if any execution or attachment shall be levied upon any of Tenant's property or the Premises are taken or occupied or attempted to be taken or occupied by someone other than Tenant, then this Lease may be terminated and declared null and void at the sole option of Landlord. Upon the happening of Tenant's bankruptcy, insolvency, or any of the contingencies herein enumerated, and whether or not Landlord elects to terminate this Lease, Landlord may apply any security deposit under this Lease to any arrears in rent and a judicial stay shall not have the effect of terminating this option. In the event that Tenant shall become of a Debtor under Chapter 7, 11 judicial stay or 13 an order of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should any court authorizing Tenant, as Debtor-inReceiver, Debtor‑in-Possession, Trustee, Examiner, Assignee for the Benefit of Creditors, or any Trustee appointed for Tenant, fail other person to elect to assume this Lease within sixty (60) days after the filing remain in possession of the PetitionPremises, this Lease Landlord shall be entitled be paid a total sum in exchange for such use and occupation in the amount of the rent and other charges reserved in this Lease, or the fair market value of the Premises, whichever is higher. The acceptance by the Landlord of rent for use and occupation shall not be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time an election to affirm or reject agree to the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection assumption of the Lease. Failure of Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of elect to terminate this Lease during any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession one of the Premises without further obligation proceedings or contingencies herein set forth, shall not be deemed a waiver of that right in the same or any future proceedings. The exercise of the option to Tenant or terminate the Trustee, and this Lease shall be canceled, but not defeat the Landlord’s 's right to be compensated damages for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:all losses sustained.

Bankruptcy or Insolvency. In The bankruptcy or insolvency of the insured or of the insured’s estate will not relieve us of our obligations under this Coverage Form. Changes This Coverage Form contains all the agreements between you and us concerning the insurance afforded. The first Named Insured shown in the Declarations is authorized to make changes in the terms of this Coverage Form with our consent. This Coverage Form’s terms can be amended or waived only by endorsement issued by us and made a part of this policy. If one of our agents knows of a fact that breaches a condition of this Coverage Form, we will be considered to have knowledge of this same fact if: The agent knows of this fact at the time the Coverage Form is issued or an application is made; or The agent later learns of this fact in the course of his dealings as an agent with you. Any fact that breaches a condition of this Coverage Form and is known to the agent prior to loss shall not void the Coverage Form or prevent a recovery in the event of loss. Conformity To Statute Or Rule Any provision of this Coverage Form (including endorsements which modify the Coverage Form) that Tenant shall become is in conflict with a Debtor STATE statute or rule is hereby amended to conform to that statute or rule. The term rule means a valid rule promulgated by the Commissioner of Insurance in accordance with the rule-making authority conferred under Chapter 7Wis. Stat. Xxx. § 227.11(2) and published in the STATE Administrative Code. Duties In The Event Of Claim Or Suit You, 11 your insurance manager or 13 person designated to handle insurance matters must see to it that we are notified as soon as practicable of an “accident”, “loss”, “occurrence”, “wrongful act”, ”act, error or omission”, or an offense that may result in a claim or ”suit”. To the extent possible, notice should include: How, when and where the “accident”, “loss”, “occurrence”, “wrongful act”, ”act, error or omission”, or offense took place; The names and addresses of any injured persons and witnesses; and The nature and location of any injury or damage arising out of the Bankruptcy Code“accident”, “loss”, “occurrence”, “wrongful act”, ”act, error or omission”, or offense. If a claim is made or “suit” is brought against any insured, you, your insurance manager or person designated to handle insurance matters must: Immediately record the specifics of the claim or “suit” and the trustee date received; Notify us as soon as practicable; and See to it that we receive written notice of the claim or Tenant shall elect “suit” as soon as practicable. You, your insurance manager or person designated to handle insurance matters and any other involved insured must: Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or “suit”; Authorize us to obtain records and other information; Cooperate with us in the investigation or settlement of the claim or defense against the “suit”; and Assist us, upon our request, in the enforcement of any right against any person or organization that may be liable to the insured because of injury or damage to which this insurance may also apply. No insureds will, except at their own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. Notice of a claim or “suit” to our agents or claim administrators is considered to be notice to us. Examination Of Your Books And Records We may examine and audit your books and records as they relate to this Lease policy at any time during the “policy period” and up to three years afterward. Inspections And Surveys We have the right to: Make inspections and surveys at any time; Give you reports on the conditions we find; and Recommend changes. We are not obligated to make any inspections, surveys, reports or recommendations and any such actions we do undertake relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the duty of any person or organization to provide for the purpose health or safety of assigning workers or the same of otherwisepublic. And we do not warrant that conditions: Are safe or healthful; or Comply with laws, such election regulations, codes or standards. Paragraphs a. and assignment may only be made if all of the terms and conditions b. of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as condition apply not only to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petition, this Lease shall be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledus, but Landlord’s right also to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Leaseany rating, whether under Chapter 7advisory, 11 rate service or 13similar organization which makes insurance inspections, shall be effective unless each of the following conditionssurveys, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:reports or recommendations.

Bankruptcy or Insolvency. In Section 11.1. If the event that Tenant shall become a Debtor debtor under Chapter 7, 11 or 13 of the United States Bankruptcy Code, and (The “Bankruptcy Code”), then, to the extent that the Bankruptcy Code may be applicable or affect the provisions of this Lease, the following provisions shall also be applicable. If the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-debtor- in-Possession, or any Trustee appointed for Tenant, possession shall fail to elect to assume this Lease within sixty (60) days after the filing commencement of a case under the PetitionBankruptcy Code, this Lease shall be deemed to have been rejected. Tenant further knowingly ; and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be thereafter immediately entitled to possession of the Demised Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceled, but Landlord’s right terminated subject to be compensated and in accordance with the provisions of this Lease and of law (including such provisions for damages in such liquidation proceeding shall survivedamages). No election to assume (and, if applicable to assign) this Lease by the Trustee of Debtortrustee or debtor-in-Possession possession shall be permitted or effective unless: (i) all defaults shall have been cured and the Landlord shall have been provided with adequate assurances reasonably satisfactory to assume the Landlord, including (a) any reasonably required guaranties and/or security deposits, and (b) any other reasonably required assurances that there will continue to be sufficient funds and personnel available to professionally merchandise, stock, promote, staff and operate the Demised Premises in strict compliance with all provisions of this Lease; and (ii) neither such assumption nor the operation of the Demised Premises subsequent thereto shall, in the Landlord’s reasonable judgment, cause or result in any breach or other violation of any provision of this or any applicable Lease, mortgage or other contract, or disrupt the Tenant mix of the Leased Premises; and (iii) the assumption and, if applicable, the assignment of this Lease satisfies in full the provisions of the Bankruptcy Code; and (iv) the assumption has been ratified and approved by order of such court or courts as have final jurisdiction over the Bankruptcy Code and the case. No assignment of this Lease by the trustee or debtor-in-possession shall be permitted or effective unless the proposed assignee likewise shall have satisfied (i), (ii), (iii) and (iv) of the preceding sentence regarding such assignment. When pursuant to the Bankruptcy Code the trustee or debtor- in-possession is obligated to pay reasonable use and occupancy charges, such charges shall not be less than the minimum rent and other charges specified herein to be payable by the Tenant. Neither the Tenant’s interest or estate in the Demised Premises herein or created hereby nor any lesser interest or estate of the Tenant shall pass to anyone under any law of any state or jurisdiction without the prior written consent of the Landlord. In no event shall this Lease, whether under Chapter 7if the term hereof has expired or has been terminated in accordance with the provisions of this Lease, 11 be revived, and no stay or 13other proceedings shall nullify, shall be effective unless each postpone or otherwise affect the expiration or earlier termination of the following conditions, which term of this Lease pursuant to the provisions of this ARTICLE XI or prevent the Landlord and Tenant acknowledge are commercially reasonable in from regaining possession of the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:Demised Premises thereupon.

Bankruptcy or Insolvency. In Section 19.1. If the event that Tenant shall become a Debtor debtor under Chapter 7, 11 or 13 of the United States Bankruptcy Code, and 11 U.S.C. §§101 et seq. (the “Bankruptcy Code”) then, to the extent that the Bankruptcy Code may be applicable or affect the provisions of this lease, the following provisions shall also be applicable. If the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtordebtor-in-Possession, or any Trustee appointed for Tenant, possession shall fail to elect to assume this Lease lease within sixty (60) days after the filing commencement of a case under the PetitionBankruptcy Code, this Lease lease shall be deemed to have been rejected. Tenant further knowingly ; and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be thereafter immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, demised premises and this Lease lease shall be canceled, but Landlord’s right terminated subject to be compensated and in accordance with the provisions of this lease and of law (including such provisions for damages in such liquidation proceeding shall survivedamages). No election to assume (and, if applicable to assign) this lease by the Trustee of Debtortrustee or debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, possession shall be permitted or effective unless: (i) all defaults shall have been cured and the Landlord shall have been provided with adequate assurances reasonably satisfactory to the Landlord, including (a) any reasonably required guaranties and/or security deposits, and (b) any other reasonably required assurances that there will continue to be sufficient funds and personnel available to professionally merchandise, stock, promote, staff and operate the demised premises in strict compliance with all provisions of this lease; and (ii) neither such assumption nor the operation of the demised premises subsequent thereto shall, in the Landlord’s reasonable judgment, cause or result in any breach or other violation of any provision of this or any applicable lease, mortgage or other contract, or disrupt the tenant mix of the Shopping Center; and (iii) the assumption and, if applicable, the assignment of this lease satisfies in full the provisions of the Bankruptcy Code, including, without limitation, Sections 365(b)(1) and (3) and (f)(2); and (iv) the assumption has been ratified and approved by order of such court or courts as have final jurisdiction over the Bankruptcy Code and the case. No assignment of this lease by the trustee or debtor-in-possession shall be permitted or effective unless each the proposed assignee likewise shall have satisfied (i), (ii), (iii) and (iv) of the following conditionspreceding sentence regarding such assignment, which Landlord and Tenant acknowledge are commercially any such assignment shall, without limitation, be subject to the provisions of Section 10.3 hereof. When pursuant to the Bankruptcy Code the trustee or debtor-in-possession is obligated to pay reasonable use and occupancy charges, such charges shall not be less than the minimum rent and other charges specified herein to be payable by the Tenant. Neither the Tenant’s interest or estate in the context demised premises herein or created hereby nor any lesser interest or estate of a bankruptcy proceeding the Tenant shall pass to anyone under any law of Tenantany state or jurisdiction without the prior written consent of the Landlord. In no event shall this lease, have if the term hereof has expired or has been satisfiedterminated in accordance with the provisions of this lease, be revived, and no stay or other proceedings shall nullify, postpone or otherwise affect the expiration or earlier termination of the term of this lease pursuant to the provisions of this ARTICLE XIX or ARTICLE XX hereof, or prevent the Landlord has so acknowledged in writing:from regaining possession of the demised premises thereupon.

Bankruptcy or Insolvency. Tenant shall not assign, mortgage or encumber this Lease, nor sublet, nor suffer or permit the Premises or any part thereof to be used by others, except as allowed herein; provided, however, that if this Lease is assigned to any person or entity pursuant to the provisions of the Bankruptcy Code, 11 U.S.C. §101 et seq. (the “Bankruptcy Code”), any and all monies or other considerations payable or otherwise to be delivered in connection with such assignment shall be paid or delivered to Landlord, shall be and remain the exclusive property of Landlord and shall not constitute property of Tenant or of the estate of Tenant within the meaning of the Bankruptcy Code. Any and all monies or other consideration constituting Landlord’s property under the preceding sentence not paid or delivered to Landlord shall be held in trust for the benefit of Landlord and be promptly paid to or turned over to Landlord. In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee Trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of or otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof herein are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any If such Trustee appointed for Tenant, shall fail to elect to assume this Lease within sixty (60) days after the filing of the PetitionPetition or such shorter period as imposed by law, this Lease shall shall, at Landlord’s sole option, be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or the Trustee abandons the Premises, same shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledterminated, but Landlord’s right to be compensated for damages both at law and as provided herein in such liquidation proceeding case shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.

Bankruptcy or Insolvency. In the event that Tenant If Lessee shall become a Debtor debtor in a case filed under Chapter 7, 7 or Chapter 11 or 13 of the Bankruptcy Code, Code and the Lessee or Lessee's trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of such petition or such additional time as provided by the Petitioncourt within such sixty (60) day period, this Lease shall be deemed to have been rejected. Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the Lease and acknowledges that there is no cause to seek such extension. If TenantImmediately thereupon, as Debtor-in-Possession, or the Trustee abandons the Premises, same Lessor shall be deemed a rejection of the Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-in-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant Lessee or the TrusteeLessee's trustee, and this Lease Lease, upon the election of Lessor, shall be canceledterminate, but Landlord’s Lessor's right to be compensated for damages (including, without limitation, liquidated damages pursuant to any provision hereof) or the exercise of any other remedies in any such liquidation proceeding shall survive, whether or not this Lease shall be terminated. Neither the whole nor any portion of Lessee's interest in this Lease or its estate in the Premises shall pass to any trustee, receiver, conservator, assignee for the benefit of creditors or any other person or entity, by operation of law or otherwise under the laws of any state having jurisdiction of the person or property of Lessee, unless Lessor shall have consented to such transfer. No election acceptance by the Trustee Lessor of Debtor-in-Possession to assume this Leaserent or any other payments from any such trustee, whether under Chapter 7receiver, 11 assignee, person or 13, other entity shall be effective unless each deemed to constitute such consent by Lessor nor shall it be deemed a waiver of Lessor's right to terminate this Lease for any transfer of Lessee's interest under this Lease without such consent. In the following conditionsevent of an assignment of Lessee's interests pursuant to this Section 7.2, which Landlord and Tenant acknowledge are commercially reasonable in the context right of a bankruptcy proceeding any assignee to extend the Lease Term for an Extended Term beyond the Primary Term or the then Extended Term of Tenant, have been satisfied, and Landlord has so acknowledged in writing:this Lease shall be extinguished.

Bankruptcy or Insolvency. In no event shall this Lease be assigned or assignable by operation of law and in no event shall this Lease be an asset of Tenant in any receivership, bankruptcy, insolvency or reorganization proceeding. If: A court makes or enters any decree or order adjudging Tenant to be insolvent, or approving as properly filed by or against Tenant a petition seeking reorganization or other arrangement of Tenant under any provisions of the event Bankruptcy Code or any Applicable Law of the State of California, or directing the winding up or liquidation of Tenant and such decree or order shall have continued for a period of thirty (30) days; Tenant makes or suffers any transfer which constitutes a fraudulent or otherwise avoidable transfer under any provisions of the Bankruptcy Code or any Applicable Law of the State of California; Tenant assigns its assets for the benefit of its creditors; or The material part of the property of Tenant or any property essential to Tenant's business or of Tenant's interest in this Lease is sequestered, attached or executed upon, and Tenant fails to secure a return or release of such property within ten (10) days thereafter, or prior to sale pursuant to such sequestration, attachment or levy, whichever is earlier; then this Lease shall, at Landlord's election, immediately terminate and be of no further force or effect whatsoever, without the necessity for any further action by Landlord, except that Tenant shall become a Debtor under Chapter 7not be relieved of obligations which have accrued prior to the date of such termination. Upon such termination, 11 the provisions herein relating to the expiration or 13 earlier termination of the Bankruptcy Code, and the trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of otherwise, such election and assignment may only be made if all of the terms and conditions of this Article hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under the Lease. Under these circumstances, Tenant agrees that should Tenant, as Debtor-in-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petition, this Lease shall be deemed to have been rejected. control and Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject shall immediately surrender the Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-in-Possession, or Premises in the Trustee abandons condition required by the Premises, same shall be deemed a rejection provisions of the this Lease. Additionally, Landlord shall be entitled to at least thirty (30) days prior written notice all relief, including recovery of damages from Tenant, as Debtor-in-Possessionwhich may from time to time be permitted, or its Trustee of recoverable, under the Bankruptcy Code or any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession other Applicable Laws of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceled, but Landlord’s right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee State of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:California.

Bankruptcy or Insolvency. 30.01 Conditions to the Assumption and Assignment of this Lease under Chapter 7, 11 or 13 of the Bankruptcy Code: In the event that Tenant shall become a Debtor under Chapter 7, 11 or 13 of the Bankruptcy Code, and the trustee Trustee or Tenant shall elect to assume this Lease for the purpose of assigning the same of some or otherwise, such election and assignment may only be made if all of the terms and conditions of this Article Sections 29.02 and 29.04 hereof are satisfied. The Tenant acknowledges that Landlord has executed this Lease based on Tenant’s 's inducements as to its financial integrity, business experience and ability to pay all Tenant’s obligations under continuously occupy and use the LeasePremises. Under these circumstances, Tenant agrees that should Tenant, as Debtor-inIn-Possession, or any Trustee appointed for Tenant, fail to elect to assume this Lease within sixty (60) days after the filing of the Petitionpetition in bankruptcy, this Lease shall be deemed to have been rejected. , Tenant further knowingly and voluntarily waives any right to seek additional time to affirm or reject the this Lease and acknowledges that there is no cause to seek such extension. If Tenant, as Debtor-inIn-Possession, or the Trustee abandons the Premises, the same shall be deemed a rejection of the this Lease. Landlord shall be entitled to at least thirty (30) days prior written notice from Tenant, as Debtor-inIn-Possession, or its Trustee of any intention to abandon the Premises. Landlord shall thereupon be immediately entitled to possession of the Premises without further obligation to Tenant or the Trustee, and this Lease shall be canceledcancelled, but Landlord’s 's right to be compensated for damages in such liquidation proceeding shall survive. No election by the Trustee of Debtor-in-Possession to assume this Lease, whether under Chapter 7, 11 or 13, shall be effective unless each of the following conditions, which Landlord and Tenant acknowledge are commercially reasonable in the context of a bankruptcy proceeding of Tenant, have been satisfied, and Landlord has so acknowledged in writing:.