AMD 1998 Annual Report Download - page 149

hereby authorized to adjust, collect and compromise all claims under any of the
insurance policies required by Paragraph 16(a) and to execute and deliver on
behalf of Landlord all necessary proofs of loss, receipts, vouchers and releases
required by the insurers and Landlord shall have the right to join with Tenant
therein. Any final adjustment, settlement or compromise of any such claim shall
be subject to the prior written approval of Landlord, which approval shall not
be unreasonably withheld. If an Event of Default exists, Tenant shall not be
entitled to adjust, collect or compromise any such claim or to participate with
Landlord in any adjustment, collection and compromise of the Net Award payable
in connection with a Casualty. Tenant agrees to sign, upon the request of
Landlord, all such proofs of loss, receipts, vouchers and releases. Each insurer
is hereby authorized and directed to make payment under said policies directly
to Landlord or, if required by the Mortgage, to Lender instead of to Landlord
and Tenant jointly, and Tenant hereby appoints each of Landlord and Lender as
Tenant's attorneys-in-fact to endorse any draft therefor. The rights of Landlord
under this Paragraph 17(a) shall be extended to Lender if and to the extent that
any Mortgage so provides.
(b) Tenant, immediately upon receiving a Condemnation Notice,
shall notify Landlord and Lender thereof and will promptly deliver to Landlord
and Lender copies of any and all served papers it receives in connection
therewith. So long as no Event of Default exists, Tenant is authorized to
collect, settle and compromise the amount of any Net Award and Landlord shall
have the right to join with Tenant therein. If an Event of Default exists,
Landlord shall be authorized to collect, settle and compromise the amount of any
Net Award and Tenant shall not be entitled to participate with Landlord in any
Condemnation proceeding or negotiations under threat thereof or to contest the
Condemnation or the amount of the Net Award therefor. No agreement with any
condemnor in settlement or under threat of any Condemnation shall be made by
Tenant without the written consent of Landlord, which consent shall not be
unreasonably withheld. Subject to the provisions of this Paragraph 17(b), Tenant
hereby irrevocably assigns to Landlord any award or payment to which Tenant is
or may be entitled by reason of any Condemnation, whether the same shall be paid
or payable for Tenant's leasehold interest hereunder or otherwise; but nothing
in this Lease shall impair Tenant's right to any award or payment on account of
Tenant's trade fixtures, equipment or other tangible property which is not part
of the Equipment, moving expenses or loss of business, if available, to the
extent that and so long as (i) Tenant shall have the right to make, and does
make, a separate claim therefor against the condemnor and (ii) such claim does
not in any way reduce either the amount of the award otherwise payable to
Landlord for the Condemnation of Landlord's fee interest in the Leased Premises
or the amount of the award (if any) otherwise payable for the Condemnation of
Tenant's leasehold interest hereunder. The rights of Landlord under this
Paragraph 17(b) shall also be extended to Lender if and to the extent that any
Mortgage so provides.
(c) If any Casualty (whether or not insured against) or Partial
Condemnation shall occur, this Lease shall continue, notwithstanding such event,
and there shall be no abatement or reduction of any Monetary Obligations, except
as provided in Paragraph 17(d). Promptly after such Casualty or Partial
Condemnation, Tenant, as required in Paragraphs 12(a) and 13(b), shall commence
and diligently continue to restore the Leased Premises as nearly as possible to
their value, condition and character immediately prior to such event and will
promptly deliver to Landlord and Lender copies of any and all served papers it
receives in connection therewith (assuming the Leased Premises to have been in
the condition required by this Lease). So long as no Event of Default exists,
upon completion the Leased Premises will be in compliance with all Legal
Requirements and Environmental Laws and access to the Leased Premises will not
be materially impaired on a permanent basis, any Net Award up to and including
$1,000,000 shall be paid by Landlord to Tenant and shall be held in a segregated
account, and Tenant shall restore the Leased Premises in accordance with the
requirements of Paragraphs 12(a) and 13(b) of this Lease. Any Net Award in
excess of $1,000,000 shall be made available by Landlord (or Lender, if required
by the terms of any Mortgage) to Tenant for the restoration of any of the Leased
Premises pursuant to and in accordance with the provisions of
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Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999