RESTORATION REQUIRED BY THE TERMS OF THIS ARTICLE XI IS EQUAL TO OR GREATER
THAN THREE HUNDRED FIFTY THOUSAND DOLLARS ($350,000) AND EXCEEDS THE RESTORATION
FUNDS AVAILABLE FOR SUCH RESTORATION, THEN, PRIOR TO THE COMMENCEMENT OF SUCH
RESTORATION OR THEREAFTER IF IT IS DETERMINED THAT THE COST TO COMPLETE SUCH
RESTORATION EXCEEDS THE UNAPPLIED PORTION OF SUCH RESTORATION FUNDS, TENANT
SHALL DEPOSIT WITH DEPOSITARY A BOND, CASH, LETTER OF CREDIT OR OTHER SECURITY
REASONABLY SATISFACTORY TO LANDLORD IN THE AMOUNT OF SUCH EXCESS (IT BEING
AGREED THAT AN ACCEPTABLE GUARANTY OF AN ACCEPTABLE GUARANTOR SHALL BE
REASONABLY ACCEPTABLE TO LANDLORD FOR THE PURPOSE OF THIS SECTION 11.1(F) SO
LONG AS THE ESTIMATED COST OF RESTORATION IS LESS THAN OR EQUAL TO $10,000,000),
TO BE HELD AND APPLIED BY DEPOSITARY IN ACCORDANCE WITH THE PROVISIONS OF
SECTION 11.3 HEREOF, AS SECURITY FOR THE COMPLETION OF SUCH RESTORATION IN
ACCORDANCE WITH THIS ARTICLE XI.
(G)
PURCHASE OPTION.
AT ANY TIME FROM AND AFTER THE TENTH (10TH)
ANNIVERSARY OF THE DELIVERY DATE, IN THE EVENT OF A SUBSTANTIAL CASUALTY, TENANT
MAY EXERCISE THE PURCHASE OPTION IN ACCORDANCE WITH ARTICLE V HEREOF.
IN THE
EVENT TENANT DOES (AND ALL OF THE OTHER TENANTS UNDER THE SEVERANCE SUBLEASES
DO) SO EXERCISE THE PURCHASE OPTION, NEITHER TENANT NOR THE CONDOMINIUM
ASSOCIATION SHALL BE REQUIRED TO RESTORE HEREUNDER AND LANDLORD SHALL BE DEEMED
TO HAVE WAIVED ANY OF LANDLORD'S INTEREST IN ANY CASUALTY INSURANCE PROCEEDS AS
SET FORTH IN SECTION 5.2 HEREOF (AND LANDLORD SHALL CONFIRM SUCH WAIVER IN
WRITING TO TENANT WITHIN TEN (10) DAYS OF TENANT'S REQUEST FOR SUCH WAIVER).
(H)
SURVIVAL.
TENANT'S OBLIGATIONS UNDER THIS SECTION 11.1 SHALL
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS LEASE.
97
SECTION 11.2
RESTORATION FUNDS.
(A)
PAYMENT TO DEPOSITARY.
SUBJECT TO THE PROVISIONS OF SECTION 11.3
HEREOF, DEPOSITARY SHALL PAY OVER TO THE CONDOMINIUM ASSOCIATION FROM TIME TO
TIME, UPON THE FOLLOWING TERMS, ANY MONIES WHICH MAY BE RECEIVED BY DEPOSITARY
FROM INSURANCE OBTAINED OR MAINTAINED BY OR FOR THE BENEFIT OF TENANT OR THE
CONDOMINIUM ASSOCIATION, AS THE CASE MAY BE, FOR THE RESTORATION (OTHER THAN
RENT INSURANCE AND EXCEPT AS SET FORTH IN THE LAST SENTENCE OF SECTION 10.8
HEREOF) (THE "RESTORATION FUNDS"); PROVIDED, HOWEVER, THAT DEPOSITARY, BEFORE
PAYING SUCH MONIES OVER TO THE CONDOMINIUM ASSOCIATION OR TENANT (IN THE CASE OF
AMOUNTS PAYABLE PURSUANT TO SECTION 10.8 HEREOF) SHALL BE ENTITLED TO REIMBURSE
ITSELF, TENANT, THE CONDOMINIUM ASSOCIATION AND LANDLORD THEREFROM TO THE
EXTENT, IF ANY, OF THE NECESSARY, REASONABLE AND PROPER EXPENSES (INCLUDING
REASONABLE ATTORNEYS' FEES) PAID OR INCURRED BY EACH OF THE FOREGOING IN THE
COLLECTION OF SUCH MONIES.
IF THE RESTORATION FUNDS ARE THREE HUNDRED FIFTY
THOUSAND DOLLARS ($350,000) OR LESS, THE SAME SHALL BE PAID DIRECTLY TO THE
CONDOMINIUM ASSOCIATION IN TRUST FOR THE RESTORATION.
IF THE RESTORATION FUNDS
ARE MORE THAN THREE HUNDRED FIFTY THOUSAND DOLLARS ($350,000), DEPOSITARY SHALL
PAY TO THE CONDOMINIUM ASSOCIATION, IN THE MANNER PROVIDED IN THIS SECTION 11.2
AND SECTION 11.3 HEREOF, THE RESTORATION