BALANCE
OF SUCH PROCEEDS (EXCLUSIVE OF THE TEN PERCENT (10%) RETENTION, WHICH SHALL BE
RELEASED UPON DELIVERY TO LANDLORD OF TRUE AND COMPLETE COPIES OF ALL NECESSARY
GOVERNMENTAL PERMITS AND CERTIFICATES FOR FINAL APPROVAL OF TENANT'S RESTORATION
WORK, TOGETHER WITH A COPY OF TENANT'S "AS-BUILT" PLANS AND SPECIFICATIONS
THEREFOR).
IN THE EVENT OF DISBURSEMENT OF THE PROCEEDS PURSUANT TO CLAUSE
(Y) ABOVE, THE BALANCE OF SUCH PROCEEDS SHALL BE PAID BY ESCROW AGENT TO TENANT
UPON THE PRESENTATION OF A LIKE CERTIFICATE, SATISFACTORY TO LANDLORD AND ESCROW
AGENT, EVIDENCING THAT TENANT'S RESTORATION WORK HAS BEEN COMPLETED AND THAT
THERE ARE NO MECHANICS' OR OTHER LIENS OUTSTANDING RELATING THERETO.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IF THIS LEASE SHALL
BE TERMINATED BY LANDLORD OR TENANT PURSUANT TO THIS ARTICLE 19, OR IF THIS
LEASE SHALL EXPIRE WITHOUT TENANT'S RESTORATION WORK HAVING BEEN PERFORMED, THE
PROCEEDS OF POLICIES PROVIDING COVERAGE FOR TENANT'S IMPROVEMENTS AND
BETTERMENTS SHALL BE PAID TO LANDLORD.
TENANT SHALL BE SOLELY RESPONSIBLE FOR
(A) THE AMOUNT OF ANY DEDUCTIBLE UNDER THE POLICY INSURING TENANT'S IMPROVEMENTS
AND BETTERMENTS AND (B) THE AMOUNT, IF ANY, BY WHICH THE COST OF REPAIRING AND
RESTORING TENANT'S IMPROVEMENTS AND BETTERMENTS EXCEEDS THE AVAILABLE INSURANCE
PROCEEDS THEREFOR.
WHEN OPERATING UNDER SECTION 19.01(B) HEREOF, OR IF THIS
LEASE SHALL BE TERMINATED OR EXPIRE WITHOUT TENANT'S RESTORATION WORK HAVING
BEEN PERFORMED, THE AMOUNT DUE IN ACCORDANCE WITH SUBPARAGRAPH (A) ABOVE SHALL
BE ADDITIONAL CHARGES UNDER THIS LEASE AND PAYABLE BY TENANT TO LANDLORD UPON
DEMAND.
THE PROCEEDS OF TENANT'S INSURANCE POLICIES WITH RESPECT TO TENANT'S
PROPERTY SHALL BE PAYABLE TO TENANT.
(B)
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THIS ARTICLE, IF IN LANDLORD'S SOLE DISCRETION, IT WOULD BE
APPROPRIATE FOR SAFETY REASONS, HEALTH REASONS OR THE EFFICIENT OPERATION OR
RESTORATION OF THE BUILDING FOR LANDLORD TO PERFORM ALL OR A PORTION OF TENANT'S
RESTORATION WORK ON BEHALF OF TENANT, THEN (I) LANDLORD SHALL GIVE TENANT A
NOTICE SPECIFYING THE PORTION OF TENANT'S RESTORATION WORK TO BE PERFORMED BY
LANDLORD ("SPECIFIED RESTORATION WORK"), (II) LANDLORD SHALL PERFORM SUCH
SPECIFIED RESTORATION WORK AND (III) TENANT SHALL PAY TO LANDLORD (OR LANDLORD
SHALL RETAIN FROM THE INSURANCE PROCEEDS PAID TO LANDLORD IN ACCORDANCE WITH
SECTION 19.01(A) HEREOF) THE COST OF SUCH SPECIFIED RESTORATION WORK WITHIN TEN
(10) DAYS FOLLOWING THE GIVING OF LANDLORD'S WRITTEN DEMAND THEREFOR (PROVIDED
THAT TENANT SHALL HAVE RECEIVED THE INSURANCE PROCEEDS IN ACCORDANCE WITH
SECTION 19.01(A)
56
HEREOF). TENANT SHALL PROMPTLY PERMIT LANDLORD ACCESS TO THE PREMISES FOR THE
PURPOSE OF PERFORMING THE SPECIFIED RESTORATION WORK AND ANY RESTORATION WORK TO
THE BUILDING WHICH IS NOT THE RESPONSIBILITY OF TENANT HEREUNDER.
IF REQUIRED
BY LANDLORD IN CONNECTION WITH THE PERFORMANCE OF THE SPECIFIED RESTORATION WORK
OR LANDLORD'S RESTORATION WORK, TENANT SHALL PROMPTLY REMOVE FROM THE PREMISES
ALL OR SUCH ITEMS OF TENANT'S PROPERTY AS LANDLORD MAY REQUIRE BY WRITTEN NOTICE
("TENANT'S PROPERTY REMOVAL OBLIGATION").
IN THE EVENT THAT TENANT FAILS TO
COMPLY WITH TENANT'S PROPERTY REMOVAL OBLIGATION WITHIN TEN (10) BUSINESS DAYS
AFTER