Common use of Taking Clause in Contracts

Taking. (a) In the event all or any part of the Mortgaged Property shall be damaged or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power of eminent domain, and agrees that in the event the whole or any part of the Premises is taken by eminent domain proceedings, then all sums awarded as damages for the Taking shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirements.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Base and Additional Rent shall be paid to that date. The term "Eminent Domain" shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domaineither party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Base and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds issued from the taking governmental authority and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking. The Base and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the Rentable Area taken bears to the total Rentable Area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In If the event all Premises are taken by condemnation or any part right of eminent domain then this Lease shall terminate as of the Mortgaged Property date that Tenant has been deprived of possession. If, however, less than all the Premises has been taken by eminent domain but there has been taken such portion thereof as to render the balance (when reconstructed) unsuitable for the purposes of the Tenant shall be damaged taken by condemnation or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power right of eminent domain, or if access to the Premises is materially, adversely and agrees permanently affected by such a taking or if more than ten (10) parking spaces allocated to Tenant's use are taken by such condemnation or right of eminent domain and Landlord promptly does not provide alternative spaces to Tenant reasonably acceptable to Tenant, Tenant, upon written notice to the Landlord, shall be entitled to terminate this lease, provided that such notice is given not later than thirty (30) days after the Tenant has been deprived of possession. For the purposes of this Article, any deed or other transfer of title in lieu of any such taking shall be treated as such a taking. Moreover, for the purposes of this Article, such a taking of the Tenant's entire leasehold interest hereunder in the Premises (or assignment or termination in lieu thereof) shall be treated as a taking of the entire Premises, and in such event the whole or Tenant shall be treated as having been deprived of possession on the effective date thereof. Should any part of the Premises is be so taken by eminent domain proceedings, then all sums awarded as damages for the Taking shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by should this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to Lease not be conducted, and the proceeds to be disbursed, terminated in accordance with the Mortgageeforegoing provision, the Landlord covenants and agrees within a reasonable time after such taking or condemnation, and the determination of the Landlord's customary construction loan practices award therein, to expend so much as may be necessary of the net amount which may be awarded to the Landlord in such condemnation proceedings, in restoring the Premises to an architectural unit as nearly like their condition prior to such taking as shall be practicable. Should the net amount so awarded to the Landlord be insufficient to cover the cost of restoring the Premises, as estimated by the Landlord's architect, the Landlord may, but shall not be obligated to, supply the amount of such insufficiency and requirementsrestore the Premises as above provided, with all reasonable diligence, or terminate this Lease. Where the Tenant has not already exercised any right of termination accorded to it under the foregoing portion of this paragraph, the Landlord shall notify the Tenant of the Landlord's election not later than ninety (90) days after the final determination of the amount of the award.

Taking. (a) In If Seller has knowledge of the event actual or threatened taking of all or any part of the Mortgaged Real Property shall be damaged or taken as a result and/or Parking Easement Property by exercise of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power right of eminent domain, and agrees that Seller will give Purchaser prompt written notice (a “Condemnation Notice”) of such event. If, on or before the Closing Date, all of the Real Property and/or Parking Easement Property shall be taken or threatened to be taken by exercise of right or eminent domain, or there shall be taken or threatened to be taken so material a part thereof that, in the event reasonable judgment of Purchaser, the whole or any part taking does or, in the case of a threatened taking, will, materially interfere with the use of the Premises is taken by eminent domain proceedingsHotel, then all sums awarded as damages for Purchaser may elect to terminate this Agreement by giving Seller Notice to such effect by the Taking earlier to occur of (a) the Closing Date or (b) 15 days after Seller has given Purchaser the Condemnation Notice. If Purchaser elects to terminate this Agreement pursuant to this Section 13.2, this Agreement shall be applied in reduction of deemed null and void (except for those obligations which expressly survive termination), the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee parties hereto shall have the right, at its option, no further obligations to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conductedrecourse against each other except as otherwise expressly set forth herein, and the proceeds Deposit shall be returned to be disbursed, in accordance Purchaser. If Purchaser does not timely elect to terminate this Agreement or if Purchaser is obligated to close because the condemnation does not materially interfere with the Mortgagee's customary construction loan practices use of the Hotel, then the Closing shall take place as herein provided without any abatement of the Purchase Price, and requirementsSeller shall, by written instrument at the Closing, assign to Purchaser all of Seller’s and/or the Parking Easement Property owner’s right, title and interest in and to any condemnation award. For purposes of this Section 13.2, the term “taking” shall include temporary takings in excess of 15 days within a 365-day period as well as permanent takings.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Base and Additional Rent shall be paid to that date. The term "Eminent Domain" shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domaineither party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Base and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds, the remainder of the Premises to the condition they were in immediately prior to such taking, including the Landlord's Work and Xxxxxx's Work described in the Work Letter, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements and alterations other than the Tenant's Work made by it to the Premises to the same condition they were in immediately prior to such taking. The Base and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the Rentable Area taken bears to the total Rentable Area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In the event all or any part If there shall be a total taking of the Mortgaged Property shall be damaged Building in condemnation proceedings or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or by any claim for damages for any of the Premises taken or damaged under the power right of eminent domain, this Lease and agrees the Term and estate hereby granted shall terminate as of the date of taking of possession by the condemning authority and all Base Rent and Additional Rent under Article 4 shall be prorated and paid as of such termination date. If there shall be a taking of any material (in Landlord’s reasonable judgment) portion of the Land or the Building (whether or not the Premises are affected by such taking), then Landlord may terminate this Lease and the Term and estate granted hereby by giving notice to Tenant within 60 days after the date of taking of possession by the condemning authority. If there shall be a taking of the Premises of such scope (but in no event less than 25% of the Above-Grade Premises) that in the event the whole or any untaken part of the Premises is taken by eminent domain proceedingswould in Tenant’s reasonable judgment be uneconomic to operate, then Tenant may terminate this Lease and the Term and estate granted hereby by giving notice to Landlord within 60 days after the date of taking of possession by the condemning authority. If either Landlord or Tenant shall give a termination notice as aforesaid, then this Lease and the Term and estate granted hereby shall terminate as of the date of such notice and all sums awarded as damages for the Taking Base Rent and Additional Rent under Article 4 shall be applied in reduction prorated and paid as of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereundertermination date. In the event that of a taking of the Premises is wholly condemned, Mortgagee shall receive from Mortgagor which does not result in the termination of this Lease (a) the Term and Agency and/or from estate hereby granted with respect to the Taking Proceeds, payment taken part of the entire amount Premises shall terminate as of the indebtedness secured date of taking of possession by this Mortgage. Notwithstanding anything in the foregoing condemning authority and all Base Rent and Additional Rent under Article 4 shall be appropriately abated for the period from such date to the contrary, if there is no Event of Default, Expiration Date and (b) Landlord shall perform the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair work required to be conducted, and the proceeds performed by Landlord pursuant to be disbursed, Section 23.04 of this Lease. “Condemnation” shall mean a total or partial taking in accordance with the Mortgagee's customary construction loan practices and requirements.condemnation or by right of eminent domain. 122

Taking. (a) In the event all or any part If there shall be a total taking of the Mortgaged Property shall be damaged Building in condemnation proceedings or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or by any claim for damages for any of the Premises taken or damaged under the power right of eminent domain, this Lease and agrees the Term and estate hereby granted shall terminate as of the date of taking of possession by the condemning authority and all Base Rent and Additional Rent under Article 4 shall be prorated and paid as of such termination date. If there shall be a taking of (x) at least forty percent (40%) of the Building or (y) any material (in Landlord’s reasonable judgment) portion of the Land or the Building, including at least forty percent (40%) of the Premises, then in either such case Landlord may terminate this Lease and the Term and estate granted hereby by giving notice to Tenant within sixty (60) days after the date of taking of possession by the condemning authority, provided that Landlord shall concurrently terminate the leases covering at least 75% of the rentable area of the Building (including the Premises). If there shall be a taking of the Premises of such scope (but in no event less than forty percent (40%) of the event Premises) that the whole or any untaken part of the Premises is taken by eminent domain proceedingswould in Tenant’s reasonable judgment be uneconomic to operate, then Tenant may terminate this Lease and the Term and estate granted hereby by giving notice to Landlord within sixty (60) days after the date of taking of possession by the condemning authority. If either Landlord or Tenant shall give a termination notice as aforesaid, then this Lease and the Term and estate granted hereby shall terminate as of the date of such notice and all sums awarded as damages for the Taking Base Rent and Additional Rent under Article 4 shall be applied in reduction prorated and paid as of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereundertermination date. In the event that of a taking of the Premises is wholly condemned, Mortgagee shall receive from Mortgagor which does not result in the termination of this Lease (i) the Term and Agency and/or from estate hereby granted with respect to the Taking Proceeds, payment taken part of the entire amount Premises shall terminate as of the indebtedness secured date of taking of possession by this Mortgage. Notwithstanding anything in the foregoing condemning authority and all Base Rent and Additional Rent under Article 4 shall be appropriately abated for the period from such date to the contrary, if there is no Event of Default, Expiration Date and (ii) Landlord shall perform the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair work required to be conducted, and the proceeds performed by Landlord pursuant to be disbursed, Section 23.04 of this Lease. “Condemnation” shall mean a total or partial taking in accordance with the Mortgagee's customary construction loan practices and requirementscondemnation or by right of eminent domain.

Taking. (a) In the event that Seller has knowledge through receipt of written notice of the actual or threatened taking of all or any part of the Mortgaged Owned Real Property shall be damaged or taken as a result by exercise of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power right of eminent domain, and agrees that Seller will give Purchaser prompt written notice (a "Condemnation Notice") of such event. If, on or before the Closing Date, all of the Owned Real Property shall be taken or threatened to be taken by exercise of right of eminent domain, or there shall be taken or threatened to be taken so material a part thereof that, in the event reasonable judgment of Purchaser, the whole taking does, or any part in the case of a threatened taking will, materially interfere with the operation of the Premises is taken by eminent domain proceedingsBusiness, then Purchaser may terminate this Agreement and abandon the transactions contemplated hereby pursuant to Section 14.01(g) by giving Seller written notice to such effect by the earlier of (i) the then-scheduled Closing Date or (ii) 30 days after Seller has given Purchaser the Condemnation Notice. If Purchaser does not timely elect to terminate this Agreement and abandon the transactions contemplated hereby or if Purchaser is obligated to close because the condemnation does not materially interfere with the operation of the Business (and provided neither Party has otherwise properly terminated this Agreement and abandoned the transactions contemplated hereby in accordance with Section 14.01), then the Closing shall take place as herein provided without any abatement of the Consideration, and Seller shall, pursuant to Section 2.07, assign to Purchaser all sums awarded of Seller's right, title and interest in and to any condemnation award; provided, however, such award will not be treated as damages Transferred Cash or Working Capital (except to the extent, if any, that the Assets and Properties in respect of which the award is paid or payable would have been so treated). For purposes of this Section 13.02, the term "taking" shall include temporary as well as permanent takings, and a taking shall not be deemed "threatened" unless and until a fund for the Taking shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount anticipated compensation for such taking shall have been appropriated or some official action with respect to such taking shall have been taken by a governmental body possessing powers of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementseminent domain.

Taking. (a) a. In the event all or any part of the Mortgaged Property shall be damaged or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power of eminent domain, and agrees that in the event the whole or any part of the Premises is taken by eminent domain proceedings, then all sums awarded as damages for the Taking shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' ’ fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, Proceeds payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirements.

Taking. (a) In If all of the event Premises arc taken by eminent domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all rentals shall be paid to that date. The term “eminent domain” shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If a taking of any part of the Mortgaged Property shall Premises by eminent domain renders the remainder thereof unusable for the business of Tenant, in the reasonable judgment of Landlord, this Lease, at the option of either party, may be damaged or taken terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and such termination stall be effective as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any date when Tenant is required to vacate the portion of the Premises taken or damaged under the power of eminent domain, and agrees that in the event so taken. If the whole or any material part of the Building shall be taken by eminent domain, Landlord, at its option, may terminate this Lease by written notice to Tenant. If this Lease is so terminated, all rent shall be paid to the date of termination. Whenever any portion of the Premises is taken by eminent domain proceedingsand this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available condemnation or insurance proceeds and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking. The base rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the rentable area taken bears to the total rentable area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In case the event all or any part whole of the Mortgaged Subleased Premises, or such part thereof or of the Building Property as shall substantially interfere with Subtenant’s use and occupancy thereof, shall be damaged taken by any lawful power or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any authority by exercise of the Premises taken or damaged under the power right of eminent domain, or sold to prevent such taking, and agrees that in if the event Prime Lease is terminated pursuant to its terms or the whole or any part terms of the Prime Landlord’s Consent with respect to the portion of the Prime Lease Premises is taken by eminent domain proceedingsthat includes the Subleased Premises, then all sums awarded this Sublease shall thereupon terminate. Except as damages expressly permitted by the terms of this Sublease or the Prime Landlord’s Consent, (i) Subtenant shall not because of such taking assert any claim against Sublandlord, Prime Landlord or the taking authority for any compensation because of such taking, and (ii) Sublandlord or Prime Landlord, in accordance with the Prime Lease, shall be entitled to receive the entire amount of any award without deduction for any estate or interest of Subtenant. Subtenant shall have no claim against Sublandlord or Prime Landlord for the Taking value of any unexpired portion of the Term of this Sublease, other than for prepaid Rent. If the amount of property or the type of estate taken shall not substantially interfere with Subtenant’s use of the Subleased Premises and neither this Sublease or the Prime Lease is terminated, Sublandlord or Prime Landlord, in accordance with the Prime Lease, shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium entitled to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything award without deduction for any estate or interest of Subtenant and in the foregoing to the contrarysuch event, if there is no Event of Default, the Mortgagor may repair Sublandlord or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursedPrime Landlord, in accordance with the Mortgagee's customary construction loan practices Prime Lease and requirementsPrime Landlord’s Consent, shall promptly proceed to restore the Subleased Premises to substantially their condition prior to such partial taking, and the Rent shall be abated in proportion to the time during which, and to the part of the Subleased Premises of which, Subtenant shall be so deprived on account of such taking and restoration. Nothing contained in this Article 13 shall be deemed to give Sublandlord or Prime Landlord any interest in, or prevent Subtenant from seeking any award against the taking authority for, the taking of personal property and fixtures belonging to Subtenant or for relocation or business interruption expenses recoverable from the taking authority.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Base and Additional Rent shall be paid to that date. The term “Eminent Domain” shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domaineither party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Base and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds issued from the taking governmental authority and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking. The Base and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the Rentable Area taken bears to the total Rentable Area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In If any material portion of the event Project shall be taken for any public or quasi-public purpose by any lawful power or authority by exercise of the right of appropriation, condemnation or eminent domain, or sold to prevent such taking to such an extent as to render untenantable the entirety of the Premises or such a material portion of the Premises that Tenant's operation from the remainder of the Premises is not reasonably practicable as reasonably determined by the parties, either party shall have the right to terminate this Lease effective as of the date possession is required to be surrendered to said authority by written notice to the other party by the effective date of such taking. If all or any part of the Mortgaged Property Premises shall be damaged or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any of the Premises taken or damaged under the power of eminent domaintaken, and agrees that in if such taking is permanent, the event term of this Lease shall automatically terminate with respect to the whole or any part of the Premises so taken as of the date when the possession of such part is taken by eminent domain proceedingsrequired. Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking, then other than a claim for any separate award attributable to the value of any personal property or trade fixtures of Tenant which are taken, costs of Tenant's relocation, and Tenant hereby assigns to Landlord all sums awarded as damages for the Taking of Tenant's interest in, and Landlord shall be applied in reduction entitled to receive, the entire amount of the indebtedness secured by this Mortgage, but any other award without imposition deduction for any estate or interest of the prepayment premium to such application. Any and all costs and expenses, Tenant (including, without limitation, reasonable attorneys' fees and expenses any award attributable to the fullest value of the remaining Term of this Lease). If neither Tenant nor Landlord so elects to terminate, Landlord shall, to the extent not then prohibited by applicable lawof proceeds received, incurred by Mortgagee by reason of any condemnationcommence to restore the Premises to substantially their same condition prior to such partial taking, threatened condemnation or proceedings thereunder and a proportionate abatement shall be secured hereby made to Tenant for the Monthly Base Rent and Mortgagor Tenant's obligation for payment of Tenant's Expenses Excess corresponding to the time during which, and to the part of the Premises of which, Tenant shall reimburse Mortgagee therefor immediatelybe so deprived on account of such taking and restoration; provided that if during the progress of Landlord's restoration work the balance of the Premises cannot reasonably be used by Tenant for the operation of its business, or Mortgagee then Monthly Base Rent and Tenant's Expenses Excess shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event abate until that remaining portion of the Premises is wholly condemned, Mortgagee again uxxxxx by Tenant. Nothing contained in this Section 12.1 shall receive from Mortgagor be deemed to give Landlord any interest in any award made to Tenant for the taking of Tenant's personal property and Agency and/or from the Taking Proceeds, payment trade fixtures or for Tenant's costs of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementsrelocation.

Taking. (a) In If the event all Premises or any part portion thereof shall be condemned or taken by any public authority or by any other person or entity with the power of condemnation, by eminent domain or by purchase in lieu thereof, and such condemnation or taking renders the Premises unsuitable for Tenant's business operation therein, then Tenant may terminate this Lease by giving notice thereof to Landlord, such termination being effective as of the Mortgaged Property date specified in such notice. If Tenant so terminates this Lease, Minimum Annual Rent and Additional Rent shall be damaged paid to the effective date of such termination, and Tenant shall be entitled to an appropriate refund of any Minimum Annual Rent and Additional Rent and any other amounts paid by Tenant hereunder for any period after the effective date of termination. If this Lease is not so terminated, this Lease and the Term thereof shall continue, except that if Tenant is deprived of the use of any portion of the Premises or taken any rights under this Lease as a result of a Takingsuch condemnation or taking, either temporarily Minimum Annual Rent, Additional Rent and any other amounts payable by Tenant hereunder shall be abated or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee reduced according to the Taking Proceeds extent to which Tenant is deprived of the use or any claim for damages for any benefit of the Premises taken or damaged under the power of eminent domain, and agrees that in the event the whole or any part rights under this Lease. Whether or not this Lease is terminated by Tenant as a result of any condemnation or taking, all damages awarded as a result of the Premises is taken by eminent domain proceedings, then all sums awarded as damages condemnation or taking for the Taking value of Tenant's leasehold interest, for the cost of any leasehold improvements paid for by Tenant and for the cost of Tenant's equipment, machinery, furniture, fixtures and other personal property shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium belong to such applicationTenant. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses All other damages awarded shall belong to the fullest extent not then prohibited by applicable lawLandlord. In addition, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee Tenant shall have the rightright to claim, at its optionprove, to deduct such costs collect and expenses from retain any Taking Proceeds paid to Mortgagee hereunder. In other damages awarded and any other damages compensable under the event that applicable laws of the jurisdiction in which the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment are located as a result of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair such condemnation or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Lessee is required to vacate the Premises and all Rent and Additional Charges shall be paid to that date. The term "Eminent Domain" shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If a taking of any part of the Mortgaged Property shall be damaged Building or taken as a result of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any Premises by Eminent Domain renders the remainder of the Premises taken or damaged under unusable for the power Permitted Use of eminent domainLessee, the Lease may, at the option of either party, be terminated by written notice given to the other party not more than thirty (30) days after City gives Lessee written notice of the taking, and agrees that in such termination shall be effective as of the event date when Lessee is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Rent and Additional Charges shall be paid to the date of the taking. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then all sums awarded as damages for the Taking shall be applied in reduction of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the rightCity, at its optionexpense, shall proceed with all reasonable dispatch to restore, to deduct the extent of available proceeds and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such costs taking, and expenses Lessee, at its expense, shall proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking, to the extent award is available therefor. The Rent and Additional Charges payable hereunder shall be reduced from any Taking Proceeds paid the date Lessee is required to Mortgagee hereunder. In partially vacate the event Premises in the same proportion that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from Rentable Area taken bears to the Taking Proceeds, payment total Rentable Area of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing Premises prior to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Base and Additional Rent shall be paid to that date. The term “Eminent Domain” shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domaineither party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Base and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds, the remainder of the Premises to the condition they were in immediately prior to such taking, including the Landlord’s Work and Tenant’s Work described in the Work Letter, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements and alterations other than the Tenant’s Work made by it to the Premises to the same condition they were in immediately prior to such taking. The Base and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the Rentable Area taken bears to the total Rentable Area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In case the event all whole of the Premises, or any such part of the Mortgaged Property Premises or the Building as shall substantially interfere with Tenant’s use and occupancy of the Premises, shall be damaged taken (whether permanent or taken as temporarily for a result of a Taking, either temporarily period that exceeds 30 days) by any lawful power or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any authority by exercise of the Premises taken or damaged under the power right of eminent domain, and agrees that or sold to prevent such taking, within sixty (60) days after receipt of notice of such taking, either Tenant or Landlord may terminate this Lease effective as of the date possession is required to be surrendered to said authority. If a portion of the Building or Property is so taken or sold in lieu thereof, which renders the Building or Property economically unviable for its use as presently intended, or requires cancellation of substantially all tenant leases in the event the whole Building, or any part Landlord’s Mortgagee requires that Landlord terminate this Lease, this Lease may be terminated by Landlord, as of the Premises is taken date of the vesting of title under such taking or sale, by eminent domain proceedingswritten notice to Tenant within sixty (60) days following notice to Landlord of the date on which said vesting will occur. Tenant shall not because of such taking assert any claim against Landlord, then all sums awarded as damages any Landlord’s Mortgagee or the taking authority for the Taking any compensation because of such taking, and Landlord shall be applied in reduction of entitled to receive the indebtedness secured by this Mortgage, but without imposition of the prepayment premium to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason entire amount of any condemnation, threatened condemnation award without deduction for any estate or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunderinterest of Tenant. In the event that this Lease is not terminated pursuant to this Section 14.1, Landlord shall restore the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of DefaultPremises, the Mortgagor may repair or replace Building and the Mortgaged Property with the replacement or repair to be conductedsubstantially their condition prior to such partial taking, and the proceeds Rent shall be abated in proportion to the time during which, and to the part of the Premises, the Common Area and/or the Parking Facility of which, Tenant is actually deprived of normal and customary use on account of such taking and restoration in substantially the same manner as before the taking and restoration. Notwithstanding the foregoing, during any Rent abatement under this Lease, Tenant shall continue to be disbursedobligated to pay Landlord for all services and utilities provided to and used by Tenant, if any, during the period of the Rent abatement. Nothing contained in accordance with this Section shall be deemed to give Landlord any interest in, or prevent Tenant from seeking a separate award against the Mortgagee's customary construction loan practices taking authority for, the taking of personal property and requirementsfixtures belonging to Tenant or for relocation or business interruption expenses recoverable from the taking authority.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Base and Additional Rent shall be paid to that date. The term "Eminent Domain" shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domainthe either party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Base Monthly Rent and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking. The Base Monthly Rent and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the rentable area taken bears to the total rentable area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.

Taking. (a) In If all of the event Premises are taken by Eminent Domain, this Lease shall terminate as of the date Tenant is required to vacate the Premises and all Minimum and Additional Rent shall be paid to that date. The term "Eminent Domain" shall include the taking or damaging of property by, through or under any governmental or statutory authority, and any purchase or acquisition in lieu thereof, whether the damaging or taking is by government or any other person. If, in the reasonable judgment of Landlord, a taking of any part of the Mortgaged Property shall be damaged Premises by Eminent Domain renders the remainder thereof unusable for the business of Tenant (or taken as a result the cost of a Taking, either temporarily or permanently, Agency and Mortgagor shall assign, transfer and set over unto Mortgagee the Taking Proceeds or any claim for damages for any restoration of the Premises taken or damaged under is not commercially reasonable), the power Lease may, at the option of eminent domaineither party, be terminated by written notice given to the other party not more than thirty (30) days after Landlord gives Tenant written notice of the taking, and agrees that in such termination shall be effective as of the event date when Tenant is required to vacate the whole or portion of the Premises so taken. If this Lease is so terminated, all Minimum and Additional Rent shall be paid to the date of termination. Whenever any part portion of the Premises is taken by eminent domain proceedingsEminent Domain and this Lease is not terminated, then Landlord shall at its expense proceed with all sums awarded as damages for reasonable dispatch to restore, to the Taking extent of available proceeds and to the extent it is reasonably prudent to do so, the remainder of the Premises to the condition they were in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch to restore its personal property and all improvements made by it to the Premises to the same condition they were in immediately prior to such taking. The Minimum and Additional Rent payable hereunder shall be applied reduced from the date Tenant is required to partially vacate the Premises in reduction the same proportion that the Rentable Area taken bears to the total Rentable Area of the indebtedness secured by this Mortgage, but without imposition of the prepayment premium Premises prior to such application. Any and all costs and expenses, including, without limitation, reasonable attorneys' fees and expenses to the fullest extent not then prohibited by applicable law, incurred by Mortgagee by reason of any condemnation, threatened condemnation or proceedings thereunder shall be secured hereby and Mortgagor shall reimburse Mortgagee therefor immediately, or Mortgagee shall have the right, at its option, to deduct such costs and expenses from any Taking Proceeds paid to Mortgagee hereunder. In the event that the Premises is wholly condemned, Mortgagee shall receive from Mortgagor and Agency and/or from the Taking Proceeds, payment of the entire amount of the indebtedness secured by this Mortgage. Notwithstanding anything in the foregoing to the contrary, if there is no Event of Default, the Mortgagor may repair or replace the Mortgaged Property with the replacement or repair to be conducted, and the proceeds to be disbursed, in accordance with the Mortgagee's customary construction loan practices and requirementstaking.