THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A (3).

Home Browse Search

Upon the termination of this Lease Agreement (other than under Section 8.2(b) hereof), all right, title and interest of the Authority in and to the Property shall be transferred to and vested in the City. Upon the payment in full of all Lease Payments allocable to the Property, or upon the deposit by the City of security for such Lease Payments as provided in Section 9.1, all right, title and interest of the Authority in and to the Property shall be transferred to and vested in the City. The Authority agrees to take any and all steps and execute and record any and all documents reasonably required by the City to consummate any such transfer. Section 4.6. Release of Excess Property. The City may, at any time and from time to time, release any portion of the Property (the "Released Property') from the Lease, with the prior written consent of the Assignees, which consent shall be at the Assignees' sole discretion, and upon satisfaction of all of the following requirements which are conditions precedent to such release: (a) The City shall certify to the Authority and the Assignees that no Event of Default has occurred and is continuing, and no event giving rise to an abatement of Lease Payments under Section 6.3 has occurred or is continuing with respect to the Property to be remaining following release of the Released Property; (b) The City shall file with the Authority and the Assignees, and cause to be recorded in the office of the Orange County Recorder, an amendment to this Lease Agreement which deletes the Released Property from the description of the Property; (c) The City shall file with the Authority and the Assignees a written certificate of the City stating the City's determination that the estimated value of the real property which will remain leased under this Lease Agreement following such release is at least equal to the original principal components of the Lease Payments and upon request of the Assignees, the City shall provide to the Assignees additional information and documents to evidence the value of the remaining portion of the Property; (d) The City shall file with the Authority and the Assignees a written certificate of the City stating the City's determination that the estimated fair rental value, for each remaining Rental Period and in the aggregate, of the Property remaining after release of the Released Property is at least equal to the remaining Lease Payments for each remaining Rental Period and in the aggregate; and (e) The City shall file with the Authority and the Assignees such other information, documents and instruments as the Authority or the Assignees shall reasonably request, including (if requested by the Assignees) evidence of the insurable value of the Property to be remaining following release of the Released Property, indicating that such value is in excess of the then unpaid principal component of the Lease Payments and such endorsements to the title policy delivered on the Closing Date. Upon the satisfaction of all such conditions precedent, the Term of this Lease Agreement will thereupon end as to the Released Property. The City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of such release. The Authority and the City shall execute, delver and cause to be recorded all documents required to discharge this Lease Agreement of record against the Released Property. Section. 4.7. Substitution of Property. (a) In the event of damage or destruction of the Property due to earthquake or other uninsured casualty for which rental interruption insurance is not available or in the event that following the condemnation of all or a portion of the -15-