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SEC Filings

COSI INC filed this Form 8-K on 12/28/2016
Entire Document

(d)           Operator may use the Premises consistent with the operation of the Business prior to the Effective Date and only for the specific, allowed purposes set forth in the respective lease agreements governing such locations.  Operator shall observe and comply with all laws with respect to Operator’s use of each of the Premises.  Operator shall not do or permit anything to be done in, about or with respect to any of the Premises which would (i) injure any Premises, (ii) vibrate, shake, overload, or impair the efficient operation of any Premises or any of the building systems located therein, (iii) violate the terms of any of the Premises leases, or (iv) violate any laws, rules or regulations applicable to Operator’s use of each of the Premises or operation of the Business.
(e)           Operator accepts each of the Premises in “as is” condition.  During its use of the Premises, Operator shall maintain each of the Premises in neat, orderly condition and shall repair any damage to any of the facilities at the Premises caused by Operator or its agents, employees, Seconded Employees, contractors or invitees; provided however that Operator shall not be responsible for the actions of Owner or its agents, employees, contractors, or invitees prior to the commencement of the Term, but Operator shall be responsible for any acts and omissions, damage caused by, or the bad faith, willful misconduct, negligence or gross negligence of any of the Seconded Employees during such Seconded Employee’s Period of Secondment or any of its agents, employees, contractors or invitees on or after the commencement date of the Term.
(f)            Each party shall use commercially reasonable efforts to prevent its agents, employees or contractors from discovering or otherwise coming into contact with confidential information of the other party at any shared Premise.  If, despite such efforts, any such confidential information is discovered by a party, such party shall immediately inform the other party of such discovery, and shall hold, and cause its employees, agents, contractors, and invitees to hold, such information confidential.
8.             Breach.
(a)           In the event of a material breach by Operator of its payment obligations under this Agreement including Section 6 hereof (“Material Default”), Operator shall cure such breach as soon as practicable, but in any event within five (5) Business Days after written notice thereof is delivered by Owner (the “Default Cure Period”).  If there is a dispute as to the occurrence of a Material Default, such dispute shall be determined by the Bankruptcy Court.
(b)           If Owner provides Operator with a written notice of a Material Default under this Agreement and Operator fails to remedy the Material Default within the Default Cure Period, then Owner shall be immediately entitled to notify Operator that Owner has elected the Owner APA Closing Election.  If all conditions to Closing in the Cosi APA have been satisfied or waived by the party entitled thereto, and Operator fails to close the Cosi APA within ten (10) Business Days of such conditions being satisfied or waived:
Owner shall be entitled to liquidated damages as follows (A) Owner shall be entitled to retain the Cash Payment (other than the cure cost amount) and (B) Owner shall be entitled to retain the DIP Funds (collectively, the “Liquidated Damages”);

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