Laserfiche WebLink
<br />Page | 30 <br />9138-126780\1512539.3 <br />9.2.1. Notification. The Party receiving a notice of one or more of the kinds <br />specified below shall promptly notify the other Party of the receipt, contents and dates of such <br />notice: (i) a Notice of Intended Condemnation; (ii) service of any legal process relating to the <br />Condemnation of the Premises or Improvements; (iii) any notice in connection with any proceedings <br />or negotiations with respect to such a Condemnation; (iv) any notice of an intent or willingness to <br />make or negotiate a private purchase, sale or transfer in lieu of Condemnation. <br />9.2.2. Separate Representation. Agency and Tenant each have the right to <br />represent its respective interest in each Condemnation proceeding or negotiation and to make full <br />proof of his claims. No agreement, settlement, sale or transfer to or with the Condemnor shall be <br />made without the consent of Agency and Tenant. Agency and Tenant shall each execute and deliver <br />to the other any instruments that may be required to effectuate or facilitate the provisions of this <br />Lease relating to Condemnation. <br />9.3 Total or Substantial Taking. <br />9.3.1. Total Taking. On a Total Taking, this Lease shall terminate on the Date of <br />Taking. <br />9.3.2. Substantial Taking. If a taking is a Substantial Taking, Tenant may, with <br />the consent of each Leasehold Mortgagee to the extent required, by notice to Lessor given within <br />ninety (90) days after Tenant receives a Notice of Intended Condemnation, elect to treat the taking as <br />a Total Taking. If Tenant does not so notify Lessor, the taking shall be deemed a Partial Taking. <br />9.3.3. Early Delivery of Possession. Tenant may continue to occupy the Premises <br />and Improvements until the Condemnor takes physical possession. At any time following Notice of <br />Intended Condemnation, Tenant may in its sole discretion, with the consent of each Leasehold <br />Mortgagee to the extent required, elect to relinquish possession of the Premises to Lessor before the <br />actual Taking. The election shall be made by notice declaring the election and agreeing to pay all Rent <br />required under this Lease to the Date of Taking. Tenant’s right to apportionment of or compen sation <br />from the Award shall then accrue as of the date that the Tenant relinquishes possession. <br />9.3.4. Apportionment of Award. On a Total Taking all sums, including damages <br />and interest, awarded for the fee or leasehold or both shall be distributed and disbursed as finally <br />determined by the court with jurisdiction over the Condemnation proceedings in accordance with <br />applicable law. Notwithstanding anything herein to the contrary, Tenant shall be entitled to receive <br />compensation for the value of its leasehold estate under this Lease including its fee interest in all <br />Improvements, personal property and trade fixtures located on the Premises, its relocation and <br />removal expenses, its loss of business goodwill and any other items to which Tenant may be entitled <br />under applicable law. <br />9.4 Partial Taking. <br />9.4.1. Effect on Rent. On a Partial Taking this Lease shall remain in full force and <br />effect covering the remainder of the Premises and Improvements, and Tenant shall not be entitled to <br />any refund of the Base Rent. <br />9.4.2. Restoration of Improvements. Promptly after a Partial Taking, Tenant shall <br />repair, alter, modify or reconstruct the Improvements (“Restoring”) so as to make them reasonably <br />EXHIBIT 5