BLP PARTNERSHIP GROUND LEASE - Laserfiche WebLink

(ii) Second, or first if the Lessee does not reasonably believe restoration is economically feasible or (ii) the Lessee is in default and the opportunity to cure has expired under the Other Loan Documents, City Loan Documents, or the City HELP Loan Documents, to any Lenders (in the order of their respective lien priority, if there is more than one Lender) or Lessor in an amount equal to the decrease (if any) in the value of the security for their respective Other Loans, the City Loan and the City HELP Loan as a result of the partial taking (calculated as set forth below in this subsection), less amounts payable to or recovered by the Lender or Lessor pursuant to such taking, but not to exceed the unpaid balance of their Other Loans, the City Loan or the City HELP Loan, as applicable. For purposes of this subsection, the amount of decrease in the value of the security for an Other Loan, the City Loan or the City HELP Loan shall be the amount, if any, necessary to reduce the outstanding principal of said Other Loan such that the Loan to Value Ratio (as defined below) of said Loan immediately following the taking is equal to the Loan to Value Ratio of said Loan immediately preceding the taking. Loan to Value Ratio shall mean that fraction the numerator of which is the sum of the principal amount of the Other Loan, the City Loan or the City HELP Loan (as applicable) plus the principal amounts of all Other Loans, the City Loan or the City HELP Loan higher in lien priority to the Other Loan, the City Loan or the City HELP Loan (as applicable) and the denominator of which is the appraised value of the Project immediately following the taking or immediately preceding the taking, as applicable. The values of the Project immediately preceding the taking and immediately following the taking shall be determined by an MAI or SRI appraiser selected by the Lessee. (iii) The balance, if any, shall be divided between the Lessor and the Lessee in the manner specified in subparagraph (e) below; provided, however, if the taking has no effect on the value of the Lessor's fee interest in the Land or reversionary interest in the Improvements, the balance shall be paid exclusively to the Lessee. (b) Net awards and payments received on account of a partial or total taking of only the Lessor's fee interest in the Land or the reversionary interest in the Improvements (that is, a taking of Lessor's fee interest in the Land or the Lessor's reversionary interest in the Improvements that has no effect on the value of the Lessee's leasehold interest in the Land or the Lessee's fee interest in the Improvements), including severance damages, shall be paid to the Lessor, which amount shall be free and clear of any claims of the Lessee, or any other persons claiming rights to the Land through or under the Lessee. (c) Net awards and payments received on account of a taking for temporary use not exceeding one (1) year and relating to a period during the Lease Term shall be paid to the Lessee and first applied to pay the cost of relocation of Residents and restoration of any damage to or destruction of the Project if the Lessee determines that restoration is feasible. If the Lessee determines that such restoration is not feasible, the Lessee and the Lessor shall petition the court to determine the relative damages to the Lessee and the Lessor, and net awards and payments shall be made as the court determines. Net awards and payments received on account of a taking for temporary use not exceeding one (1) year and relating to a period beyond the Lease Term shall be paid to the Lessor. (d) Net awards and payments received on account of a total taking of the Project shall be allocated and paid in the following order of priority: 144005\15323325 22