Section 27. Damage, Destruction, Condemnation; Use of Proceeds. If (a) the Equipment or any
portion thereof is destroyed, in whole or in part, or is damaged by fire or other casualty, or (b) title to, or
the temporary use of, the Equipment or any part thereof or the interest of Lessee or Lessor in the
Equipment or any part thereof will be taken under the exercise of the power of eminent domain by any
governmental body or by any person, firm or corporation acting under governmental authority, Lessee and
Lessor will cause the Net Proceeds of any insurance claim or condemnation award to be applied to the
prompt replacement, repair, restoration, modification or improvement of the Equipment, unless Lessee
has exercised its option to purchase the Equipment pursuant to Section 31. Any balance of the Net
Proceeds remaining after such work has been completed will be paid to Lessee.
Section 28. Insufficiency of Net Proceeds. Ifthe Net Proceeds are insufficient to pay in full the cost of
any repair, restoration, modification or improvement referred to in Section 27, Lessee will either (a)
complete such replacement, repair, restoration, modification or improvement and pay any costs thereofin
excess of the amount of the Net Proceeds, or (b) purchase Lessor’s interest in the Equipment pursuant to
Section 31. The amountof the Net Proceeds, if any, remaining after completing such repair, restoration,
modification or improvement or after purchasing the Equipment will be retained by Lessee. If Lessee will
make any payments pursuant to this Section, Lessee will not be entitled to any reimbursement therefor
from Lessor nor will Lessee be entitled to any diminution of the amounts payable under Section 9.
Section 29. Disclaimer of Warranties. LESSOR MAKES NO WARRANTY OR REPRESENTATION,
EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR FITNESS
FOR PARTICULAR USE OR PURPOSE OF THE EQUIPMENT OR AGAINST INFRINGEMENT, OR ANY
OTHER WARRANTY OR REPRESENTATION WITH RESPECT THERETO. IN NO EVENT SHALL
LESSOR BE LIABLE FOR ANY ACTUAL, INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL
DAMAGE IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE EXISTENCE,
FURNISHING, FUNCTIONING OR LESSEE’S USE OR MAINTENANCE OF ANY EQUIPMENT OR
SERVICES PROVIDED FOR IN THIS AGREEMENT.
Section 30. Vendor’s Warranties. Lessee may have rights under the contract evidencing the purchase
of the Equipment; Lessee is advised to contact the Vendor for a description of any such rights. Lessee
hereby assigns to Lessor during the Lease Term all warranties running from Vendor to Lessee. Lessor
hereby irrevocably appoints Lessee its agent and attorney-in-fact during the Lease Term, so long as Lessee
will not be in default hereunder, to assert from time to time whatever claims and rights (including without
limitation warranties) related to the Equipment that Lessor may have against the Vendor. Lessee’s sole
remedy for the breach of any such warranty, indemnification or representation will be against the Vendor,
and not against Lessor. Any such matter will not have any effect whatsoever on the rights and obligations
of Lessor with respect to this Agreement, including the right to receive full and timely payments
hereunder. Lessee expressly acknowledges that Lessor makes, and has made, no representations or
warranties whatsoever as to the existence or availability of such warranties by the Vendor.
Section 31. Purchase Option; Prepayment.
(a) Lessee will have the option to purchase the Equipment, upon giving written notice to Lessor at least 30
days before the date of purchase, at the following times and upon the following terms:
(i) On any Rental Payment Date, upon payment in full of the Rental Payment then due hereunder
plus all other amounts due hereunder plus the then-applicable Purchase Price to Lessor; or
(ii) In the event of substantial damage to or destruction or condemnation (other than by Lessee or
any entity controlled by or otherwise affiliated with Lessee) of substantially all of the Equipment, on
the day Lessee specifies as the purchase date in Lessee’s notice to Lessor of its exercise of the
purchase option, upon payment in full of the Rental Payment and all other amounts then due
hereunder plus (A) the Purchase Price designated on the Payment Schedule for such purchase date if
such purchase date isa Rental Payment Date or the Purchase Price for the immediately preceding
Rental Payment Date if such purchase date is not a Rental Payment Date, and (B)ifsuch day is nota
Rental Payment Date, an amount equal to the portion of the interest component of the Rental Payment
scheduled to come due on the following Rental Payment Date accrued from the immediately preceding
