Common use of Damage or Destruction During Last Part of Term; Uninsured Damage Clause in Contracts

Damage or Destruction During Last Part of Term; Uninsured Damage. Notwithstanding anything to the contrary contained in Section 6.3 of this Lease, (a) if there is substantial damage to or destruction of the Leased Premises during the Option Term ,or (b) if there is damage to or destruction of the Leased Premises arising from a cause which is not in fact insured against and is not required to be insured against under any provision of this Lease, or if insurance proceeds are withheld by the holder of a senior Leasehold Mortgage pursuant to applicable law because the loan thereunder is not adequately secured, and if in either event the cost of repairing said damage or destruction exceeds the cost of demolishing and removing the remaining improvements on the Leased Premises (in accordance with the scope of the demolition and removal obligation imposed in Section 13.1 hereof), then Tenant shall have the option to terminate this Lease, subject to Tenant’s satisfaction of all of the following requirements: (i) Tenant shall not be in material Default under any provision hereof at the time of termination; and (ii) Tenant shall, within ninety (90) days after the event giving rise to such right to terminate, give Landlord written notice of its election to terminate (“Notice of Election to Terminate”); and (iii) Tenant shall, at the election of Landlord (which election shall be communicated in writing to Tenant (“Demolition Notice”) within thirty (30) days of Landlord’s receipt of the Notice of Election to Terminate), raze and remove the damaged or destroyed improvements and any other improvements on the Leased Premises that Landlord may designate in the Demolition Notice in accordance with the scope of the demolition and removal obligation set forth in Article 13.1 hereof, and shall complete said demolition and removal and shall vacate the Leased Premises within ninety (90) days of Landlord’s delivery of the Demolition Notice (which vacation date shall fix the termination date of this Lease); and (iv) Tenant shall terminate any occupancy leases and comply with all provisions of Article 13 of this Lease consistent with this Section 6.4 prior to or concurrent with the vacation of the Leased Premises. If Tenant fails to satisfy the requirements set forth in (iii) with respect to demolition and removal of improvements or the requirements of (iv) above, the failure to meet such conditions shall not invalidate the termination, although Tenant shall remain liable to Landlord for any damages arising from, relating to, or in connection with, such breach. Any and all property damage insurance proceeds (exclusive of any proceeds applicable to Tenant’s personal property that would be retained by Tenant at the end of the Term) paid as a result of the damage or destruction giving rise to the termination, shall be distributed in accordance with the following order of priority: first, to repayment of any outstanding senior Leasehold Mortgage, if required by the terms of said encumbrance; second, to the demolition and removal costs, if any, incurred by Tenant at Landlord’s direction pursuant to this Section; and third, to Landlord all remaining insurance proceeds. Damage to or destruction of the Improvements on the Leased Premises shall not cause an abatement or reduction of rent.