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Case 1:20-bk-12043 Doc 303-1 Filed 08/28/20 Entered 08/28/20 11:03:45 Desc
<br />Exhibit 1 A-1 and A-2 Page 13 of 38
<br />purchased by Lessor, but only after providing Lessor with evidence that Lessee has obtained insurance as required by the
<br />Lease Documents. If Lessor purchases insurance for the Collateral, Lessee will be responsible for the costs of that
<br />insurance, including interest and any other charges Lessor may impose in connection with the placement of the
<br />insurance, until the effective date of the cancellation or expiration of the insurance. The costs of the insurance may be
<br />added to Lessee's obligations under the Lease Documents. The costs of the insurance may be more than the cost of
<br />insurance Lessee may be able to obtain on its own.
<br />12. LOSS AND DAMAGE. (a) At all times until the Equipment is returned to Lessor in accordance with this Lease,
<br />Lessee shall bear the risk of loss, theft, confiscation, taking, unavailability, damage or partial destruction of the Equipment
<br />and shall not be released from its obligations under any Schedule or other Lease Document in any such event. (b) Lessee
<br />shall provide prompt written notice to Lessor of any Total Loss or any material damage to the Equipment. Any such notice
<br />must be provided together with any damage reports provided to any governmental authority, the insurer or Supplier, and any
<br />documents pertaining to the repair of such damage, including copies of work orders, and all invoices for related charges. (c)
<br />Without limiting any other provision hereof, Lessee shall repair all damage to any item of Equipment from any and all causes,
<br />other than a Total Loss, so as to cause it to be in the condition and repair required by this Lease. (d) A "Total Loss" shall be
<br />deemed to have occurred to an item of Equipment upon: (1) the actual or constructive total loss of any item of the
<br />Equipment, (2) the loss, disappearance, theft or destruction of any item of the Equipment, or damage to any item of the
<br />Equipment that is uneconomical to repair or renders it unfit for normal use, or (3) the condemnation, confiscation,
<br />requisition, seizure, forfeiture or other taking of title to or use of any item of the Equipment or the imposition of any Lien
<br />thereon by any governmental authority. On the next rent payment date following a Total Loss (a "Loss Payment Date"),
<br />Lessee shall pay to Lessor the Basic Rent due on that date plus the Stipulated Loss Value of the item or items of the
<br />Equipment with respect to which the Total Loss has occurred (the "Lost Equipment"), together with any Other Payments
<br />due hereunder with respect to the Lost Equipment. Upon making such payment, (i) Lessee's obligation to pay future
<br />Basic Rent shall terminate solely with respect to the items of Lost Equipment so paid for, but Lessee shall remain liable for,
<br />and pay as and when due, all Other Payments, and (ii) Lessor shall convey to Lessee all of Lessor's right, title and interest
<br />in the Lost Equipment, "AS IS WHERE IS", but subject to the requirements of any third party insurance carrier in order to
<br />settle an insurance claim. As used in this Lease, "Stipulated Loss Value" shall mean the product of the Total Invoice
<br />Cost of the Lost Equipment, times the percentage factor applicable to the Loss Payment Date, as set forth in the Schedule
<br />of Stipulated Loss Values incorporated in such Schedule. After the final rent payment date of the original term or any
<br />renewal term of a Schedule, the Stipulated Loss Value shall be determined as of the last rent payment date during the
<br />applicable term of such Schedule, and the applicable percentage factor shall be the last percentage factor set forth in the
<br />Schedule of Stipulated Loss Values incorporated in such Schedule. (e) Lessor shall be under no duty to Lessee to pursue
<br />any claim against any person in connection with a Total Loss or other loss or damage. (f) If Lessor receives a payment under
<br />an insurance policy required under this Lease in connection with any Total Loss or other loss of or damage to an item of
<br />Equipment, and such payment is both unconditional and indefeasible, then provided Lessee shall have complied with the
<br />applicable provisions of this Section, Lessor shall either (1) if received pursuant to a Total Loss, remit such proceeds to
<br />Lessee up to an amount equal to the amount paid by Lessee to Lessor as the Stipulated Loss Value, or credit such proceeds
<br />against any amounts owed by Lessee pursuant to Section 12(d), or (2) if received with respect to repairs made pursuant to
<br />Section 12(c), remit such proceeds to Lessee up to an amount equal to the amount of the costs of repair actually incurred by
<br />Lessee, as established to Lessor's satisfaction.
<br />13. REDELIVERY. (a) Upon the expiration or earlier cancellation or termination of any Schedule, Lessee shall return the
<br />Equipment described on such Schedule to Lessor free and clear of all Liens whatsoever, to such place(s) within the
<br />continental United States as Lessor shall specify. Lessee shall provide, at its expense, transit insurance for the redelivery
<br />period in an amount equal to the replacement value of such Equipment and Lessor shall be named as the loss payee on
<br />all such policies of insurance. Lessee shall cause: (1) the Supplier's representative or other qualified person acceptable
<br />to Lessor (the "Designated Person") to de -install such Equipment in accordance with the Supplier's specifications (as
<br />applicable) and pack such Equipment properly and in accordance with the Supplier's recommendations (as applicable);
<br />and (2) such Equipment to be transported in a manner consistent with the Supplier's recommendations and practices (as
<br />applicable). Lessee is responsible for reassembly and reinstallation of the Equipment to the original manufacturer's
<br />specifications and utility upon redelivery. Upon return, such Equipment shall be: (i) in the same condition as when
<br />delivered to Lessee under the related Schedule, ordinary wear and tear excepted; (ii) mechanically and structurally
<br />sound, capable of performing the functions for which such Equipment was originally designed, in accordance with the
<br />Supplier's published and recommended specifications (as applicable); (iii) redelivered with all component parts in good
<br />operating condition (and all components must meet or exceed the Supplier's minimum recommended specifications,
<br />unless otherwise agreed by Lessor in writing); (iv) redelivered with all software fully up-to-date and current to the latest
<br />revision standard and documentation necessary for the operation of such Equipment for the performance of the functions
<br />for which such Equipment was originally designed (whether or not such software is embedded in or otherwise is a part of
<br />AJM 3087561 v.1 5/19/2016 9:37 AM: TL
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