transfers of property subject to Casualty Events upon receipt of the Net Proceeds of such Casualty Event; provided that any Cash Equivalents received by Holdings or any of its Restricted Subsidiaries in respect of such Casualty Event shall be deemed to be Net Proceeds of an Asset Sale, and such Net Proceeds shall be applied in accordance with Section 9.8 hereof; and

BANKERS LIFE AND CASUALTY COMPANY

“Casualty Event” means any loss, casualty or other insured damage to, or any nationalization, taking under power of eminent domain or by condemnation or similar proceeding of, any Property of any Loan Party.

FARM BUREAU PROPERTY & CASUALTY INSURANCE COMPANY

Promptly, and in any event within five (5) Business Days, after the occurrence of any Casualty Event or the commencement of any action or proceeding that would reasonably be expected to result in a Casualty Event, in each case, with an estimated fair market value in excess of $25,000,000, written notice of such Casualty Event or such action or proceeding, including a reasonably detailed description thereof.

Dispositions resulting from any casualty or condemnation;

The [Appendix A] definitions of “Casualty Value,” and “Special Casualty Value” are each hereby amended and restated in their entirety for all purposes of the Facility Lease (as amended hereby) and the other Transaction Documents as follows:

In no event shall ​ be obligated to make disbursements of the Net Proceeds in excess of an amount equal to the costs actually incurred from time to time for work in place as part of the Restoration, as certified by the Casualty Consultant, minus the Casualty Retainage. The term “Casualty Retainage” shall mean an amount equal to ten percent (10%) of the costs actually incurred for work

Damage. If prior to Closing any of the Properties are damaged by fire or other casualty, ​ shall promptly estimate the cost to repair and the time required to complete repairs and will provide ​ written notice of ​’s estimation (the “Casualty Notice”) as soon as reasonably possible after the occurrence of the casualty, but in no event more than ten (10) days after the occurrence thereof.

Landlord’s good faith estimate of the Estimated Restoration Period required to complete Landlord’s Restoration Work as set forth in Landlord’s Casualty Notice is greater than one (1) year from the date of the Casualty, or