Common use of Chapter 11 Clause in Contracts

Chapter 11. In the event Tenant becomes a debtor in a case filed under Chapter 11 of the Bankruptcy Code, or in a case filed under Chapter 7 of the Bankruptcy Code which is converted to Chapter 11, Tenant’s trustee or Tenant, as debtor-in-possession, must elect to assume this Lease within one hundred and twenty (120) days from the date of the filing of the petition under Chapter 11 or transfer thereto, or Tenant’s trustee or the debtor-in-possession, shall be deemed to have rejected this Lease. In the event that Tenant, Tenant’s trustee or the debtor-in-possession has failed to perform all of Tenant’s obligations under this Lease within the time periods (excluding grace periods) required for such performance, no election by Tenant’s trustee or the debtor-in-possession to assume this Lease, whether under Chapter 7 or Chapter 11, shall be permitted or effective unless each of the following conditions has been satisfied: (a) Tenant’s trustee or the debtor-in-possession has cured all defaults under the Lease or has provided Landlord with Assurance (as defined below) that it will cure all defaults susceptible of being cured by the payment of money within ten (10) days from the date of such assumption and that it will cure all other defaults under this Lease which are susceptible of being cured by the performance of any act promptly after the date of such assumption. (b) Tenant’s trustee or the debtor-in-possession has compensated or has provided Landlord with Assurance that within ten (10) days from the date of such assumption it will compensate Landlord for any actual pecuniary loss incurred by Landlord arising from the default of Tenant, Tenant’s trustee, or the debtor-in-possession indicated in any statement of actual pecuniary loss sent by Landlord to Tenant’s trustee or the debtor-in-possession. (c) Tenant’s trustee or the debtor-in-possession has provided Landlord with Assurance of the future performance of each of the obligations under this Lease of Tenant, Tenant’s trustee or the debtor-in-possession, and if Tenant’s trustee or the debtor-in-possession has provided such Assurance, Tenant’s trustee or the debtor-in-possession shall also deposit with Landlord, as security for the timely payment of rent hereunder, an amount equal to six (6) monthly installment payments of the Annual Rent, which shall be applied to the last installments of Annual Rent that shall become due under this Lease, provided all the terms and provisions of this Lease shall have been complied with. The obligations imposed upon Tenant’s trustee or the debtor-in-possession by this paragraph shall continue with respect to Tenant or any assignee of this Lease after the completion of bankruptcy proceedings. (d) Such assumption will not breach or cause a default under any provision of any other lease, mortgage, financing agreement or other agreement by which Landlord is bound relating to the Leased Premises. For purposes of this Section 23, Landlord and Tenant acknowledge that “Assurance” shall mean no less than: Tenant’s trustee or the debtor-in-possession has and will continue to have sufficient unencumbered assets after the payment of secured obligations and administrative expenses to assure Landlord that sufficient funds will be available to fulfill the obligations of Tenant under this Lease and there shall have been deposited with Landlord, or the Bankruptcy Court shall have entered an order segregating sufficient cash payable to Landlord, and/or Tenant’s trustee or debtor-in-possession shall have been granted a valid and perfected first lien and security interest and/or mortgage in property of Tenant, Tenant’s trustee or the debtor-in-possession, acceptable as to value and kind to Landlord, to secure to Landlord the obligation of Tenant, Tenant’s trustee or the debtor-in-possession to cure the defaults under this Lease, monetary and/or nonmonetary, within the time periods set forth above.

Chapter 11. In the event that Tenant becomes shall become a debtor in a case filed under Chapter 11 of the Bankruptcy Code, or in a case filed under Chapter 7 of the Bankruptcy Code which is converted to Chapter 11, Tenant’s 's trustee or Tenant, as debtor-indebtor­in-possession, must elect to assume this Lease within one hundred and twenty sixty (12060) days from the date of the filing of the petition under Chapter 11 or transfer conversion thereto, or Tenant’s 's trustee or the debtor-in-possession, possession shall be deemed to have rejected this Lease. In Immediately thereupon Landlord shall be entitled to possession of the event that Premises without further obligation to Tenant or Tenant, Tenant’s 's trustee or the debtor-in-possession has failed to perform all of Tenant’s obligations under this Lease within the time periods (excluding grace periods) required for such performance, no election by Tenant’s trustee or the debtor-in-possession to assume and this Lease, whether under Chapter 7 or Chapter 11upon the election of Landlord, shall terminate, but Landlord's right to be permitted or effective unless each of the following conditions has been satisfied:compensated for damages (including, without limitation, damages pursuant to this Article 16) in any such proceeding shall survive. (a) 16.8.2.1 Tenant’s 's trustee or the debtor-in-possession has cured all defaults under the Lease this Lease, or has provided Landlord with Assurance (as defined below) that it will cure all defaults susceptible of being cured by the payment of money within ten (10) days from the date of such assumption assumption, and that it will cure all other defaults under this Lease which are susceptible of being cured by the performance of any act promptly after the date of such assumption. (b) 16.8.2.2 Tenant’s 's trustee or the debtor-in-possession has compensated compensated, or has provided Landlord with Assurance that within ten (10) days from the date of such assumption that it will compensate Landlord Tenant for any actual pecuniary loss incurred by Landlord Tenant arising from the default of Tenant, Tenant’s 's trustee, or the debtor-in-possession indicated in any statement of actual pecuniary loss sent by Landlord to Tenant’s 's trustee or the debtor-in-possession. (c) 16.8.2.3 Tenant’s 's trustee or the debtor-in-possession has provided Landlord with Assurance of the future performance of each of the obligations under this Lease of Tenant, Tenant’s 's trustee or the debtor-in-possession, and if Tenant’s 's trustee or the debtor-in-possession has provided such Assurance, Tenant’s 's trustee or the debtor-indebtor­in-possession shall also deposit with Landlord, as security for the timely payment of rent Rent hereunder, an amount equal to six (6) monthly installment payments of the Annual monthly Rent, which shall be applied to the last installments of Annual Rent and Common Area expenses that shall become due under this Lease, provided all the terms and provisions of this Lease shall have been complied with. The obligations imposed upon Tenant’s 's trustee or the debtor-in-possession by this paragraph shall continue with respect to Tenant or any assignee of this Lease after the completion of bankruptcy proceedings. (d) 16.8.2.4 Such assumption will not breach or cause a default under any provision of any other lease, mortgage, financing agreement or other agreement by which Landlord is bound relating to the Leased Premises. For purposes of this Section 2316.8, Landlord and Tenant acknowledge that “"Assurance” " shall mean no less than: Tenant’s 's trustee or the debtor-in-possession has and will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Landlord that sufficient funds will be available to fulfill the obligations of Tenant under this Lease and there shall have been deposited with Landlord, or the Bankruptcy Court shall have entered an order segregating sufficient cash payable to Landlord, Landlord and/or Tenant’s trustee or debtor-in-possession Landlord shall have been granted a valid and perfected first lien and security interest and/or mortgage in property of Tenant, Tenant’s 's trustee or the debtor-in-possession, acceptable as to value and kind to Landlord, to secure to Landlord the obligation of Tenant, Tenant’s 's trustee or the debtor-in-possession to cure the defaults under this Lease, monetary and/or nonmonetarynon-monetary, within the time periods set forth above.

Chapter 11. In the event If Tenant becomes files a debtor in a case filed petition for reorganization under Chapter Chapters 11 or 13 of the Bankruptcy Code, or in if a case proceeding filed by or against Tenant under Chapter 7 any other chapter of the Bankruptcy Code which is converted to a Chapter 1111 or 13 proceeding, and Tenant’s trustee 's trustee, or Tenant, Tenant as debtor-in-possession, must elect fails to assume this Lease within one hundred and twenty sixty (12060) days from the date of the filing of such petition or conversion, then the petition under Chapter 11 or transfer thereto, or Tenant’s trustee or the debtor-in-possession, shall be deemed to have rejected this Lease. In the event that Tenant, Tenant’s trustee or the debtor-in-possession has failed shall be deemed to perform all of Tenant’s obligations under this Lease within have rejected the time periods (excluding grace periods) required for such performanceLease. To be effective, no any election by Tenant’s trustee or the debtor-in-possession to assume this LeaseLease must be in writing addressed to Landlord and in Landlord's business judgment, whether under Chapter 7 or Chapter 11, shall be permitted or effective unless each all of the following conditions has which Landlord and Tenant acknowledge to be commercially reasonable, must have been satisfied:. (ai) Tenant’s The trustee or of the debtor-in-possession has cured all defaults under the Lease cured, or has provided to Landlord with Assurance (adequate assurance, as defined below) hereinafter defined, that it the trustee will cure cure, all monetary defaults susceptible of being cured by the payment of money under this Lease within ten (10) days from the date of such assumption assumption, and that it will cure all other defaults under this Lease which are susceptible of being cured by the performance of any act promptly after the date of such assumption. (b) Tenant’s trustee or the debtor-in-possession has compensated or has provided Landlord with Assurance that within ten (10) days from the date of such assumption it will compensate Landlord for any actual all pecuniary loss losses it has incurred by Landlord arising from as a result of the default of Tenant, Tenant’s trustee, or the debtor-in-possession indicated in any statement of actual pecuniary loss sent by Landlord to Tenant’s trustee or the debtor-in-possession's default. (cii) Tenant’s trustee The Trustee or the debtor-in-possession has provided Landlord with Assurance of adequate assurance f the future performance of each of the Tenant's obligations under this Lease Lease. (iii) For purposes of Tenantthis Subparagraph, Tenant’s trustee or "adequate assurance" shall mean that: (1) Landlord determines that the debtor-in-possessionin possession has and will continue to have, sufficient unencumbered assets, after the payment of all secured obligations and if Tenant’s administrative expenses, to assure Landlord that the trustee or the debtor-in-possession has provided such Assurancewill have sufficient funds to fulfill, in a timely manner, Tenant’s trustee or the debtor-in-possession shall also deposit with Landlord, as security for the timely payment of rent hereunder, an amount equal to six (6) monthly installment payments of the Annual Rent, which shall be applied to the last installments of Annual Rent that shall become due 's obligations under this Leaselease, provided all the terms and provisions of this Lease (2) An order shall have been complied with. The obligations imposed upon Tenant’s trustee or the debtor-in-possession by this paragraph shall continue with respect to Tenant or any assignee of this Lease after the completion of bankruptcy proceedings. (d) Such assumption will not breach or cause a default under any provision of any other lease, mortgage, financing agreement or other agreement by which Landlord is bound relating to the Leased Premises. For purposes of this Section 23, Landlord and Tenant acknowledge that “Assurance” shall mean no less than: Tenant’s trustee or the debtor-in-possession has and will continue to have sufficient unencumbered assets after the payment of secured obligations and administrative expenses to assure Landlord that sufficient funds will be available to fulfill the obligations of Tenant under this Lease and there shall have been deposited with Landlord, or the Bankruptcy Court shall have entered an order segregating sufficient cash payable to Landlord, and/or a valid and perfected first lien on and security interest in property of Tenant’s trustee , trustee, or debtor-in-possession shall have been granted a valid and perfected first lien and security interest and/or mortgage granted, which is acceptable in property of Tenant, Tenant’s trustee or the debtor-in-possession, acceptable as to value and kind to Landlord, to secure to Landlord the obligation of Tenant, Tenant’s the trustee or the debtor-in-possession to cure the all monetary and nonmonetary defaults under this Lease, monetary and/or nonmonetary, Lease within the time periods period set forth above.