Circuit City 2005 Annual Report Download - page 119

together with a copy of all approvals and permits which shall be required from any governmental authority having
jurisdiction. After completion of any major repair or restoration, Tenant shall, as soon as reasonably possible, obtain
and deliver to Landlord a Certificate of Substantial Completion from the inspecting architect and a permanent
Certificate of Occupancy (or amended Certificate of Occupancy), if required by applicable laws, issued by the
appropriate authority with respect to the use of the Demised Premises, as thus repaired and restored. Any such work or
repair and restoration, in all cases, shall be carried out by Tenant in a good and workmanlike manner with materials at
least equal in quality to the original materials used therefor prior to the damage or destruction. If, after a default by
Tenant, Landlord shall carry out any such work or repair and restoration pursuant to the provisions of this Section 20,
then Landlord shall be entitled to withdraw monies held for application to the costs of such work from time to time as
such costs are incurred."
14. Effective as of the Effective Date, Section 21 of the Lease (Condemnation) shall be deleted in its entirety
and the following shall be substituted in lieu thereof:
"21. Condemnation .
(a) If all of the Demised Premises is taken or condemned for a public or quasi-public use, this Lease
shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor and the date on
which Tenant is deprived of possession of all of the Demised Premises. In such event, the Base Rent herein reserved
and all Additional Rent and other sums payable hereunder shall be apportioned and paid in full by Tenant to Landlord
to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall
forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any liability hereunder, except that
any obligation or liability of either party, actual or contingent, under this Lease which has accrued on or prior to such
termination date shall survive.
(b) In the event of a taking of "Substantially All of the Demised Premises" (as herein defined), Tenant
may, at its option, upon thirty (30) days' written notice to Landlord, which shall be given no later than sixty (60) days
following the taking, have the right to terminate this Lease. All Base Rent and other sums payable by Tenant hereunder
shall be apportioned and paid through and including the date of taking, and neither Landlord nor Tenant shall have any
rights in any compensation or damages payable to the other in connection with such condemnation. For purposes of this
provision, "Substantially All of the Demised Premises" shall mean (i) so much of the Demised Premises as, when
taken, leaves the untaken portion unsuitable, in the reasonable opinion of Tenant and Landlord, for the continued
feasible and economic operation of the Demised Premises by Tenant for the same purposes as immediately prior to
such taking or as contemplated herein, (ii) so many of the parking spaces on the Land as reduces the parking ratio
below that which is required by the zoning ordinance applicable to the Project, and Landlord's failure to provide
substantially similar alternative parking reasonably acceptable to Tenant within sixty (60) days after such taking, or (iii)
so much of the Demised Premises that access to the Demised Premises is materially impeded, as reasonably determined
by Landlord and Tenant.
(c) If only part of the Demised Premises is taken or condemned for a public or quasi-public use and this
Lease does not terminate pursuant to Section 21(b) above, Tenant, to the extent of Net Condemnation Proceeds (as
hereinafter defined) actually received by it, shall restore, using all reasonable speed and diligence, the Demised
Premises to a condition and to a size as nearly comparable as reasonably possible to the condition and size thereof
immediately prior to the taking and Landlord, to the extent of the award it receives in excess of the costs of collecting
the award and value of the Land taken (herein, the "Net Condemnation Proceeds"), shall release the Net Condemnation
Proceeds to Tenant for that purpose and Tenant shall have the right to participate in any proceeding relating to the
awarding of restoration damages. There shall be an equitable abatement of the Base Rent and Additional Rent based on
the actual loss of use of the Demised Premises suffered by Tenant from the taking. Determination of such loss of use of
the Demised Premises after a partial taking shall be mutually agreed to by the parties within sixty (60) days from the
date of the taking and if the parties can not so agree, then such loss of use shall be determined in accordance with the
Dispute Resolution Procedure (as defined in Paragraph 16 below), with real estate appraisers having at lease ten (10)
years experience appraising commercial real estate, including build-to-suit leases, serving as Officials. Pending such
determination, Tenant shall continue to pay the Base Rent and Additional Rent as herein originally specified, and upon
such determination, if Tenant is entitled to a refund because of an overpayment of Base Rent or Additional Rent,
Landlord shall make the same promptly, or in lieu thereof credit the amount thereof to future installments of Base Rent
or Additional Rent as they become due.