TERMINATE THIS LEASE AS PROVIDED IN PARAGRAPH 18(D) BELOW.
IN THE
CASE OF A TERMINATION TRIGGER EVENT OCCURRING AFTER THE OPTION LAPSE DATE, IF
LANDLORD'S REJECTION SHALL REQUIRE TENANT TO REBUILD THE LEASED PREMISES, THEN,
IF AT THE TIME IN QUESTION TENANT HAS THE ABILITY THROUGH VOTING CONTROL OF THE
CONDOMINIUM BOARD, AS-OF-RIGHT UNDER THE GOVERNING DOCUMENTS OR OTHERWISE, TO
DIRECT THE
34
DETERMINATION AS TO WHETHER OR NOT THE BUILDING AND/OR THE LEASED PREMISES, AS
THE CASE MAY BE, SHALL BE RESTORED OR REBUILT, TENANT SHALL TAKE SUCH
AFFIRMATIVE ACTIONS AS ARE NECESSARY OR APPROPRIATE (INCLUDING CASTING ALL
AFFIRMATIVE VOTES REQUIRED) TO CAUSE SAME TO BE REBUILT AND RESTORED AND TENANT
SHALL NOT BE ENTITLED TO TERMINATE THIS LEASE UNDER THIS PARAGRAPH 18.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IF A TERMINATION
TRIGGER EVENT OCCURS AT ANY TIME DURING THE LAST TWO (2) LEASE YEARS OF THE
INITIAL FIFTEEN (15) YEAR TERM OR DURING LAST TWO (2) LEASE YEARS OF ANY RENEWAL
TERM, THEN LANDLORD'S REJECTION SHALL NOT BE PERMITTED TO BE A REBUILD DEMAND,
AND LANDLORD'S ONLY OPTIONS SHALL BE TO EITHER ACCEPT TENANT'S OFFER TO
TERMINATE THE LEASE AND PAY THE OPTION PRICE OR TO REJECT SUCH OFFER AND
TERMINATE THIS LEASE AS PROVIDED IN PARAGRAPH 18(D) BELOW.
(D)
IF A REJECTION SETS FORTH LANDLORD'S ELECTION TO REJECT TENANT'S
OFFER TO PAY THE OPTION PRICE BUT NOT TO REBUILD AND INSTEAD TO TERMINATE THIS
LEASE, THEN SUCH REJECTION SHALL CONTAIN THE WRITTEN CONSENT OF LENDER TO SUCH
REJECTION.
IN SUCH EVENT, THIS LEASE SHALL TERMINATE ON THE TERMINATION DATE;
PROVIDED THAT, IF TENANT HAS NOT SATISFIED ALL MONETARY OBLIGATIONS AND ALL
OTHER OBLIGATIONS AND LIABILITIES UNDER THIS LEASE WHICH HAVE ARISEN ON OR PRIOR
TO THE TERMINATION DATE (COLLECTIVELY, "REMAINING OBLIGATIONS") ON THE
TERMINATION DATE, THEN LANDLORD MAY, AT ITS OPTION, EXTEND THE DATE ON WHICH
THIS LEASE MAY TERMINATE TO A DATE WHICH IS NO LATER THAN THE FIRST BASIC RENT
PAYMENT DATE AFTER THE TERMINATION DATE ON WHICH TENANT HAS SATISFIED ALL
REMAINING OBLIGATIONS; PROVIDED THAT, NOTWITHSTANDING THE FOREGOING, IF TENANT
HAS SATISFIED ALL MONETARY OBLIGATIONS LANDLORD SHALL NOT BE ENTITLED TO SO
EXTEND THE TERMINATION DATE AS AFORESAID IF GUARANTOR PROVIDES AN
INDEMNIFICATION, DEFENSE AND HOLD HARMLESS AGREEMENT REASONABLY SATISFACTORY TO
LANDLORD FROM AND AGAINST SUCH OTHER OBLIGATIONS AND LIABILITIES OF TENANT UNDER
THE LEASE.
UPON SUCH TERMINATION (I) ALL OBLIGATIONS OF TENANT HEREUNDER SHALL
TERMINATE EXCEPT FOR ANY SURVIVING OBLIGATIONS, (II) TENANT SHALL IMMEDIATELY
VACATE AND SHALL HAVE NO FURTHER RIGHT, TITLE OR INTEREST IN OR TO ANY OF THE
LEASED PREMISES AND (III) THE NET AWARD SHALL BE RETAINED BY LANDLORD.
(E)
ON THE TERMINATION DATE, (UNLESS A REJECTION IS PERMITTED AND IS
DELIVERED BY LANDLORD) TENANT SHALL PAY TO LANDLORD THE OPTION PRICE AND ALL
REMAINING OBLIGATIONS, IF ANY, AND, IF REQUESTED BY TENANT, LANDLORD SHALL
(I) CONVEY TO TENANT OR ITS DESIGNEE THE LEASED PREMISES OR THE REMAINING
PORTION THEREOF, IF ANY, AND (II) PAY TO OR ASSIGN