Common use of Casualty Damage Clause in Contracts

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, shall be required (whether or not the Premises shall have has been damaged by such casualty) or in the event Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or casualty or in the event the Premises has been materially damaged and there is less than two (2) years of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building (provided that Landlord shall not be required to restore any unleased premises in the Building, ) and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) has insured to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant casualty. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancycauses the Premises to be rendered untenantable and not used by Tenant. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or inviteesTenant Related Parties, the rent Rent hereunder shall not be diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damage any rental interruption insurance), and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If there occurs any casualty to the Premises Project (other than to the Premises) and: (i) insurance proceeds are unavailable to Landlord or any part thereof shall be damaged by fire are insufficient to restore the Project to substantially its pre-casualty condition; or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case (ii) more than 30% of the Building shall be so damaged that substantial alteration or reconstruction total area of the Building shallis damaged, Landlord shall have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by sending written notice of such termination to Tenant within 60 days after such casualty. Such notice shall specify a termination date not fewer than 30 nor more than 90 days after such notice is given to Tenant. If there occurs any casualty to the Premises and: (i) in Landlord’s sole opinionreasonable judgment, be required the repair and restoration work would require more than 180 consecutive days to complete after the casualty (whether assuming normal work crews not engaged in overtime); or not (ii) the Premises shall have been damaged by such casualty) or in casualty occurs during the event there is less than two (2) years last 12 months of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the BuildingTerm, Landlord may, at its option, and Tenant shall each have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by notifying Tenant in writing sending written notice of such termination to the other party within thirty (30) 60 days after the date of such casualty. If Landlord does Such notice shall specify a termination date not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant fewer than 30 nor more than 90 days after such notice is given to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord other party, but in no event shall not the termination date be responsible for delays not within after the control of Landlord) to substantially the same condition in which it was immediately prior to the happening last day of the casualtyTerm. Notwithstanding the foregoing, Landlord’s obligation to restore if the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received casualty was caused by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience act or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence omission of Tenant or any of Tenant’s agents, employees, or invitees, assignees, subtenants, licensees or contractors, Tenant shall have no right to terminate this Lease due to the rent hereunder casualty. If there occurs any casualty to the Premises and neither party terminates this Lease, then notwithstanding anything to the contrary in this Lease, Tenant’s obligation to pay Fixed Rent and Additional Rent shall not be diminished equitably adjusted or abated during the repair period (if any) during which Tenant is not reasonably able to use the Premises or an applicable portion thereof as a result of such casualty. Tenant shall have no right to terminate this Lease as a result of any damage or destruction of the Premises, except as expressly provided in this Section. The provisions of this Lease, including this Section, constitute an express agreement between Landlord and Tenant shall be liable with respect to Landlord for the cost any and all damage to, or destruction of, all or any part of the repair Premises, and restoration any Law with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other statute or regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If there occurs any casualty to the Premises Project and: (i) insurance proceeds are unavailable to Landlord or any part thereof shall be damaged by fire are insufficient to restore the Project to substantially its pre-casualty condition; or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case (ii) more than 30% of the Building shall be so damaged that substantial alteration or reconstruction total area of the Building shallis damaged, Landlord shall have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by sending written notice of such termination to Tenant within 60 days after such casualty. Such notice shall specify a termination date not fewer than 30 nor more than 90 days after such notice is given to Tenant. If there occurs any casualty to the Premises and: (i) in Landlord’s sole opinionreasonable judgment, be required the repair and restoration work would require more than 210 consecutive days to complete after the casualty (whether assuming normal work crews not engaged in overtime); or not (ii) the Premises shall have been damaged by such casualty) or in casualty occurs during the event there is less than two (2) years last 12 months of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the BuildingTerm, Landlord may, at its option, and Tenant shall each have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by notifying Tenant in writing sending written notice of such termination to the other party within thirty (30) 60 days after the date of such casualty. Such notice shall specify a termination date not fewer than 30 nor more than 90 days after such notice is given to the other party, but in no event shall the termination date be after the last day of the Term. If Landlord does this Lease is not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility terminated pursuant to this paragraph and Landlord fails to complete the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible repair or restoration work within 90 days after Landlord’s estimated date for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening completion of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received (subject to extension for delays caused solely by the Landlord as a result of the casualty Tenant and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the PremisesForce Majeure Events), if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, then Tenant shall complete have the restoration right to terminate this Lease by sending at least 30 days’ prior written notice to Landlord within 30 days after such estimated date of all improvementscompletion, including furniture, fixtures provided this Lease shall remain in full force and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, effect and Tenant shall present no longer have the right to terminate this Lease if Landlord with evidence satisfactory delivers possession of the Premises to Landlord Tenant within 30 days after Landlord’s receipt of Tenant’s ability termination notice. If there occurs any casualty to pay such costs the Premises and neither party terminates this Lease, then Landlord shall use commercially reasonable efforts to cause the damage to be repaired (exclusive of Tenant’s Property) to a condition as nearly as practicable to that existing prior to Landlord’s commencement the damage, with commercially reasonable speed and diligence, subject to delays that may arise by reason of repair and restoration adjustment of the Premisesloss under insurance policies, Laws, and Force Majeure Events. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant Indemnitees, injury to the business of Tenant Tenant’s business, or pain and suffering, resulting in any way from such damage or the repair thereof. Notwithstanding the foregoing, except that, subject Tenant’s obligation to the provisions of the next sentence, Landlord pay Fixed Rent and Additional Rent shall allow Tenant a fair diminution of Rent be equitably adjusted or abated during the time and period (if any) during which Tenant is not reasonably able to the extent the Premises are unfit for occupancy. If use the Premises or an applicable portion thereof as a result of such casualty. Tenant shall have no right to terminate this Lease as a result of any damage or destruction of the Premises, except as expressly provided in this Section. The provisions of this Lease, including this Section, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, and any Law with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other portion statute or regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years any mortgagee of the Lease Term remaining or in the event Landlord’s mortgagee Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualtydamage. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Building to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, except that Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require exceed the scope of the work required to be done by Landlord at Landlord's expense in originally constructing the Building and installing the Tenant Improvements, nor shall Landlord be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementcasualty. When the repairs described in portions of the preceding two sentences Premises originally furnished at Landlord's expense have been completed restored by Landlord, Tenant shall shall, at Tenant's expense, complete the restoration of all improvementsthe Premises, including furniturethe reconstruction of all improvements in excess of those Tenant Improvements originally installed at Landlord's expense, fixtures and the restoration of Tenant's furniture and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is Building or the Project be damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s 's agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building or the Project caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises shall be destroyed or --------------- damaged by fire or any part thereof other casualty, Tenant shall be immediately give written notice of that occurrence to Landlord. In the event that any portion of the Project is damaged by fire or other casualty, Tenant shall give prompt written notice thereof casualty and if (a) such damage is such that Landlord cannot reasonably be expected to substantially complete the repairs which are within Landlord. In case 's Repair Obligations within two hundred forty (240) days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallcasualty; (b) if, and only if, such casualty results in material damage to the Project, Landlord, in Landlord’s 's sole opinionjudgment, be required elects not to repair or rebuild such damaged areas; or (c) less than one (1) year remains in the Lease Term at the time of any damage to the Project, then Landlord, at Landlord's sole option, shall have the right to terminate this Lease, regardless of whether or not the Premises shall have been damaged are affected by such casualty) or in . In such event, all Rent owed up to the date of that casualty shall be paid by Tenant to Landlord; and this Lease shall cease and come to an end as of the date of Landlord's written notice to Tenant regarding such termination. In the event there that (x) the Premises is less than rendered Untenantable by fire or any other casualty which is not caused by the fault or neglect of Tenant or any Tenant Related Parties; (y) such damage is such that Landlord cannot reasonably be expected to substantially complete the repairs within the Premises which are within Landlord's Repair Obligations within two hundred forty (2240) years days after the date of that casualty, as reasonably estimated by Landlord; and (z) Landlord has not terminated this Lease, then Tenant shall have the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied right to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination delivering written notice to Landlord within thirty (30) days after receipt of written notice of Landlord's estimate of the date time to complete Landlord's Repair Obligations relative to the Premises. If Tenant does not provide Landlord with notice of Tenant's termination election in the manner and within the time period specified in the preceding sentence, then Tenant shall be deemed to have irrevocably waived its right to terminate the Lease as a result of such casualty; and Landlord, in reliance upon Tenant's waiver of its termination right, shall proceed to make the repairs which are within Landlord's Repair Obligations. During any period of reconstruction or repair of the Premises, Tenant shall continue the operation of Tenant's business within the Premises to the extent practicable. During the period from the occurrence of a casualty which was not caused, in whole or in part, by Tenant or any Tenant related party, until the completion of the work within Landlord's Repair Obligations which is necessary to render the Premises tenantable, Rent shall be reduced to the extent that the Premises are unfit for the conduct of Tenant's Permitted Use of the Premises. If, however, the Premises or any portion of the Project is damaged by fire or other casualty resulting from the fault or negligence of Tenant or any Tenant Related Party, the Rent shall not be reduced during the repair of such damage. If neither Landlord does not thus elect nor Tenant elects, or has the right to elect, to terminate this LeaseLease as the result of such casualty, then Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant Premises to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control extent of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement's Repair Obligations. When the repairs described in the preceding two sentences sentence have been completed by Landlord, Tenant shall then complete the restoration of all improvements, including furniture, fixtures and equipment, leasehold improvements in excess of Landlord's Repair Obligations which are necessary to permit Tenant to re-occupy the Premises for the Permitted Use. Tenant’s reoccupancy 's restoration work shall be conducted in accordance with the provisions of Section 5.1 above. In no event shall Landlord have the obligation to expend for the restoration or repair of the Premises. Except Project an amount in excess of the insurance proceeds actually received by Landlord as set forth abovea result of such casualty; and except for those repairs which are within Landlord's Repair Obligations, all cost costs and expense expenses of reconstructing restoring the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage any casualty or the repair thereof, except that, subject to or restoration work made necessary by the provisions occurrence of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedscasualty.

Casualty Damage. If If, before the Premises or any part thereof shall be Closing Date, the improvements on the Property are damaged by fire or other casualtyany insured casualty and the cost to restore such improvements, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shallas reasonably agreed by Seller and Buyer, in Landlord’s sole opinionis more than Five Million Dollars ($5,000,000), be required (whether or not the Premises Buyer shall have been damaged the right, by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied giving notice to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination Seller within thirty (30) days after Seller gives notice of the date occurrence of such casualty. If Landlord does not thus elect casualty to Buyer, to terminate this LeaseAgreement, Landlord in which event this Agreement shall commence and proceed with reasonable diligence to restore terminate. If, before the BuildingClosing Date, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of on the Property is are damaged by fee or other any casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance and the cost to restore such improvements, as reasonably determined by Seller and Buyer, is more than Two Million Dollars ($2,000,000) (such an event being referred to as a “Major Uninsured Casualty”), Seller and Buyer each shall have the right, by giving notice to the other within thirty (30) days after Seller gives notice of the occurrence of such casualty to Buyer, to terminate this Agreement, in which event this Agreement shall terminate. If, in the event of a Major Uninsured Casualty, Seller elects to terminate this Agreement (as provided above), then Buyer may override such election by agreeing, in writing, to assume the responsibility for such damage with no right to any claim against Seller on account thereof, in which event the subject transaction shall proceed as if such damage had not occurred. If this Agreement terminates as result of an election by Buyer or Seller following a Major Uninsured Casualty the Deposit shall be immediately returned to Buyer. If, before the Closing Date, the improvements on the Property are damaged by any insured casualty and the cost to restore such improvements, as reasonably determined by Buyer, is Five Million Dollars ($5,000,000) or less, or the improvements on the Property are damaged by any casualty not covered by insurance and the cost to restore such improvements, as reasonably determined by Seller and Buyer, is Two Million Dollars ($2,000,000) or less, or either Seller or Buyer has the right to terminate this Agreement pursuant to either of the preceding sentences but neither Seller nor Buyer exercises such right, then this Agreement shall remain in full force and effect and, on the Closing Date, any insurance proceeds (or, if not theretofore received, the right to receive such proceeds) payable to Seller on account of the damage shall be transferred to Buyer and the amount of any deductible under Seller’s insurance policy to the extent of the restoration cost as reasonably determined by Seller and Buyer shall be a credit to Buyer against the total purchase price for the Property. Seller shall give notice to Buyer reasonably promptly after the occurrence of any damage to the improvements on the Property by any casualty. If necessary, the Closing Date shall be postponed until Seller has given any notice to Buyer required by this section 6.3 and the period of thirty (30) days described in this section 6.3 has expired, and the restoration cost has been determined by Seller and Buyer.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete (as hereinafter defined) the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises ("Completion Estimate"). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 210 days from the date the repair is started, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by notice to Tenant within 90 days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallCasualty, in Landlord’s sole opinion, be required shall have the right to terminate this Lease if: (whether or not 1) the Premises shall have been materially damaged by such casualty) or in the event and there is less than two 1 year of the Term remaining on the date of the Casualty (after giving effect to any unexpired options to extend that have been validly exercised as provided herein); (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the Building, Building or Premises (as hereinafter defined) occurs. If Landlord may, at its option, has the right to terminate this Lease pursuant to this Article 16, Landlord agrees to exercise such right in a nondiscriminatory fashion among leases affecting the Building. Consideration of the following factors in arriving at its decision shall not be deemed discriminatory: Length of term remaining on the Lease, time needed to repair and restore, costs of repair and restoration not covered by notifying insurance proceeds, Landlord's plans to repair and restore Common Areas serving the Premises, Landlord's plans for repair and restoration of the Building, and other relevant factors of Landlord's decision as long as they are applied to Tenant in writing the same manner as other tenants. Landlord shall not in bad faith terminate this Lease pursuant to the terms of this Section 16.01 solely for the purpose of replacing Tenant with a successor tenant. In addition, Tenant shall have the right to terminate this Lease if: (a) a substantial portion of the Premises has been damaged by fire or other casualty and such termination damage cannot reasonably be repaired within thirty (30) 60 days after receipt of the Completion Estimate; (b) there is less than 1 year of the Term remaining on the date of such casualty. If Casualty; (c) the Casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (d) Tenant provides Landlord does not thus elect with written notice of its intent to terminate within 10 days after receipt of the Completion Estimate. For purposes of this paragraph, a “material uninsured loss to the Building or Premises” shall mean a casualty not covered by the insurance coverages required in this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached whether or not a party hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualtymaintained such insurance coverage. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such The repair and restoration work more shall be deemed to be “Substantially Complete” on the date that all such work has been performed, other than any details of construction, mechanical adjustment or any other similar matter, the insurance proceeds non-completion of which does not materially interfere with Tenant’s use of the Premises. If Landlord is actually received by delayed in the Landlord performance of such work as a result of the casualty and Landlordacts or omissions of Tenant, the Tenant Related Parties or their respective contractors or vendors, including, without limitation, changes requested by Tenant to approved plans, Tenant’s obligation failure to restore shall be further limited so that Landlord shall not be required to expend for comply with any of its obligations under this Lease, or the specification of any materials or equipment with long lead times (a “Tenant Delay”), the repair and restoration of work shall be deemed to be Substantially Complete on the improvements located within the Premises, if any, for which date that Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences could reasonably have been completed by Landlord, expected to Substantially Complete such work absent any Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsDelay.

Casualty Damage. A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, shall be required (whether or not the Premises shall have has been damaged by such casualty) or in the event Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or casualty or in the event the Premises has been materially damaged and there is less than two (2) years of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building (provided that Landlord shall not be required to restore any unleased premises in the Building, ) and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant has insured (or is required to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlordinsure) to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant casualty. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancycauses the Premises to be rendered untenantable and not used by Tenant. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or inviteesTenant Related Parties, the rent Rent hereunder shall not be diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damage any rental interruption insurance), and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof of such damage to Landlord. In case If either of the Building shall be Buildings is so damaged by fire or other casualty that substantial alteration or reconstruction of the such Building shallwill, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 60 days after the date of such casualtydamage, in which event the Rent shall be abated as of the date of such damage. In addition, if, in the reasonable judgment of Landlord’s contractor, the required repairs likely will take longer than 180 days to complete after they are commenced, Landlord shall give Tenant written notice within 45 clays after the date of the damage of the contractor’s determination and Tenant shall have the right to terminate this Lease by delivering a written termination notice to Landlord within 10 days after receiving Landlord’s notice, time being of the essence with respect to Tenant’s termination notice. If neither Landlord does not thus elect nor Tenant elects to terminate this Lease, and provided insurance proceeds and any contributions from Tenant, if necessary, are available to fully repair the damage, Landlord shall within 90 days after the date of such damage commence to repair and restore the Buildings and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Buildings (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to before the happening of the casualty. Notwithstanding the foregoing; provided, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require be required to rebuild, repair, or replace any part of Tenant’s furniture, furnishings or fixtures and equipment removable by Tenant or any improvements, alterations or additions installed by or for the benefit of Tenant under this Lease. Landlord shall not in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) and any contributions from Tenant, if necessary, actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by Tenant or loss of Tenant’s personal property resulting in any way from such damage or the repair thereofof such damage, except that, subject to the provisions of the next sentence, Landlord that Rent shall allow Tenant a fair diminution of Rent equitably xxxxx during the time and to the extent the Premises are unfit for occupancy. If In the Premises or event any other portion Mortgagee requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within 30 days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate under this Lease. Notwithstanding the foregoing, if Landlord has not substantially completed the repairs this Section 24 requires within 270 days after the casualty occurs (subject to an extension of such period for any Tenant delay, provided that Landlord must give Tenant notice of any such delay promptly after Landlord becomes aware of the Property is damaged by fee or other casualty resulting from delay), Tenant may terminate this Lease upon 30 days’ written notice delivered to Lender and Mortgagee before Landlord has substantially completed such required repairs, provided that if the fault or negligence of required repairs are substantially completed within 30 days after Tenant or any of Tenant’s agents, employees, or inviteesdelivered its termination notice, the rent hereunder termination notice will be ineffective. Tenant will not have the right to terminate the Lease under this Section 24 with respect to such casualty damage, and the Lease shall not be diminished during remain in full force and effect with the repair of such damage and same effect as if Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedshad never had a termination right under this Section 24.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In Landlord shall notify Tenant of the estimated repair period within ninety (90) days after the date of such casualty. However, in case the Building shall be so damaged that substantial alteration or reconstruction to the extent greater than fifty percent (50%) of the replacement value of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. If Landlord does not elect to terminate this Lease, but if the Premises are damages to the extent that Tenant reasonably estimates that it will be unable to conduct business in the Premises for a period of one hundred eighty (180) days, then Tenant shall have the right to terminate this Lease by notifying Landlord in writing of such termination within thirty (30) days following receipt of Landlord’s notice that Landlord does not elect to terminate this Lease as a consequence of said casualty. If neither Tenant nor Landlord thus elect elects to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, equipment which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except thatthat Rent shall be abated from the date of the damage or destruction for any portion of the Premises that is unusable by Tenant, subject which abatement shall be in the same proportion that the RSF in the Premises which is unusable by Tenant bears to the total RSF in the Premises; provided that Tenant shall not be entitled to any abatement of Rent if the damage or destruction in the Premises is restored within five (5) business days after Landlord’s receipt of written notice from Tenant of the occurrence of the damage or destruction. The provisions of this Lease, including this Section 14, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the next sentencePremises, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises Building or any other portion of the Property Project, and any statute or regulation of the state in which the Project is damaged by fee located, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other casualty resulting from the fault statute or negligence of Tenant regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of Tenant’s agents, employees, or inviteesthe Premises, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost Building or any other portion of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsProject.

Casualty Damage. If the Premises or any part thereof shall be damaged --------------- by fire or other casualty, Tenant Lessee shall give prompt written notice thereof to LandlordLessor. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, in Landlord’s sole Lessor's reasonable opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord Lessor may, at its option, terminate this Lease by notifying Tenant Lessee in writing of such termination within thirty sixty (3060) days after the date of such casualtydamage, in which event the Rent shall be abated as of the date of such damage. If Landlord Lessor does not thus elect to terminate this LeaseLease or substantial alteration or reconstruction of the Building is not required, Landlord Lessor shall within sixty (60) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord Lessor shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty, except that Lessor shall not be required to rebuild, repair, or replace any part of Lessee's furniture, furnishings or fixtures and equipment removable by Lessee or any improvements installed by Lessee under the provisions of this Lease. Notwithstanding If the foregoing, Landlord’s obligation to restore the BuildingPremises are substantially damaged or impaired by fire or other casualty as reasonably determined by Lessor, and the improvements located Premises cannot be restored within one hundred eighty (180) days after the Premisesdate of such damage, if any, for which Landlord had financial responsibility pursuant to Lessee may terminate the Work Letter Agreement, Lease. Lessor shall not require Landlord in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds proceeds, without regard to any deductible actually received by the Landlord Lessor as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for fire or other casualty, unless caused by the repair and restoration gross negligence or willful misconduct of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter AgreementLessor or Lessor's representative. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord Lessor shall not be liable for any inconvenience or annoyance to Tenant or Lessee, injury to the business of Tenant Lessee, loss of use of any part of the Premises by the Lessee or loss of Lessee's personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord Lessee's Rent and all other payment obligations hereunder shall allow Tenant a fair diminution of Rent during the time and to be proportionately reduced based upon the extent to which damages or repairs prevent Lessee from the Premises are unfit for occupancyconduct of its business at the Premises, as reasonably determined by Lessor. If the Premises or any other portion of the Property is Building be damaged by fee fire or other casualty resulting from the fault or negligence of Tenant Lessee or any of Tenant’s Lessee's agents, employees, or invitees, the rent hereunder Rent shall not be diminished during the repair of such damage and Tenant Lessee shall be liable to Landlord Lessor for the cost and expense of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Except as otherwise provided in this Xxxxxxxxx 00, Xxxxxx hereby waives the provisions of Sections 1932(2.), 1933(4.), 1941 and 1942 of the California Civil Code.

Casualty Damage. A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, shall be required (whether or not the Premises shall have has been damaged by such casualty) or in the event Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or casualty or in the event the Premises has been materially damaged and there is less than two one (21) years year of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within ninety (90) days after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. In addition to Landlord's rights to terminate as provided herein, Tenant shall have the right to terminate this Lease if: (1) a substantial portion of the Premises has been damaged by fire or other casualty and such damage cannot reasonably be repaired within sixty (60) days after the date of such fire or other casualty; (2) there is less than one (1) year of the Lease Term remaining on the date of such casualty; (3) the casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (4) Tenant provides Landlord with written notice of its intent to terminate within thirty (30) days after the date of such the fire or other casualty. If neither Landlord does not thus nr Tenant elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building (provided that Landlord shall not be required to restore any unleased premises in the Building, ) and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) has insured to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant casualty. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancycauses the Premises to be rendered untenantable and not used by Tenant. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or inviteesTenant Related Parties, the rent Rent hereunder shall not be diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damage any rental interruption insurance), and Tenant shall shll be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. 17.01 If the Premises or any part thereof shall be damaged partially destroyed by fire or other casualty, Tenant the damages may, at the sole option of Lessor, be repaired by and at the expense of Lessor or an appropriate insurer and the rent until such repair is made shall give prompt written notice thereof be apportioned according to Landlordthe part of the Premises which is useable by Lessee for its particular use. In case No penalty shall accrue for reasonable delay which may arise by reason of adjustments of insurance on the Building part of Lessor or for reasonable delay on account of “labor troubles” or any other cause beyond Lessor’s control. If Lessor shall decide not to restore or not to rebuild the Premises, or if the Premises are totally damaged or are rendered wholly untenable by fire or other casualty, or if the Premises shall be so damaged that substantial alteration Lessor shall decide to demolish it or reconstruction of the Building shallto rebuild it, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord then Lessor may, at its optionwithin ninety (90) days after such fire or other casualty, terminate this Lease by notifying Tenant give Lessee a notice in writing of such termination decision and thereupon the terms of this Lease shall expire and terminate effective as of the date of the casualty and Lessee shall immediately vacate the Premises and surrender the same to Lessor, and except as may otherwise be provided herein, the obligations of the parties hereto shall cease and terminate. Additionally, if the Premises are totally damaged or are rendered wholly untenantable by fire or other casualty, then Lessee may, within thirty ninety (3090) days after such fire or other casualty, give Lessor a fifteen (15) day notice in writing of Lessee’s decision to terminate the Lease and thereupon the terms of this Lease shall expire and terminate effective fifteen (15) days from the date of such casualty. If Landlord does not thus elect notice and Lessee shall vacate the Premises by such date and surrender the same to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the BuildingLessor, and except as may otherwise be provided herein, the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening obligations of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, parties hereto shall cease and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsterminate.

Casualty Damage. A. If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlordimmediately notify Landlord in writing. In case the Building shall be so damaged During any period of time that substantial alteration all or reconstruction a material portion of the Building shallPremises is rendered untenantable (i.e., in Landlordnot reasonably usable or accessible for Tenant’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualtyuse) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to fire or other casualty, the payment Rent shall xxxxx for the portion of the mortgage debt or in Premises that is untenantable and not used by Tenant; provided, however, that if the event of any material uninsured loss Premises is damaged such that the remaining portion thereof is not sufficient to the Building, Landlord may, at its option, terminate this Lease by notifying allow Tenant in writing of to conduct is business operations from such termination within thirty (30) days after the date of such casualty. If Landlord remaining portion and Tenant does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the conduct its business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentenceoperations therefrom, Landlord shall allow Tenant a fair diminution total abatement of Rent during the time and to the extent the Premises are unfit for occupancyoccupancy for the purposes permitted under this Lease, and not occupied by Tenant as a result of the subject damage. If Tenant’s abatement period shall continue until Tenant has been given sufficient time, and sufficient access to the Premises or any other Premises, to rebuild the portion of the Premises it is required to rebuild, to install its property, furniture, fixtures, data and telecommunications cabling and equipment and to move in to the Premises over the course of one (1) full weekend. Landlord shall have the right to terminate this Lease if: (1) Landlord is not permitted by Law to rebuild the Building or the Project in substantially the same form as existed before the fire or casualty; (2) the Premises have been materially damaged (defined below) and there are less than 2 years of the Term remaining on the date of the casualty (provided, however, that Tenant shall have the right to exercise any then-available Renewal Option (defined in Article 36 below), and for such purposes, the provisions of Section 36.A.1 below stating that Tenant may not exercise the Renewal Option more than fifteen (15) months prior to the expiration of the current Term shall not apply); (3) the Premises have been materially damaged and any Mortgagee requires that substantially all of the insurance proceeds received by Landlord as a consequence of such damage be applied to the payment of the Mortgage debt; or (4) a material uninsured loss to the Building occurs (for the purposes of this clause (4), any loss which is not insured because Landlord failed to maintain the insurance coverage required pursuant to the provisions of this Lease shall not be deemed a “uninsured loss”); or (5) such restoration cannot, in Landlord’s reasonable determination, be made within two hundred seventy (270) days following the date of such damage. Landlord may exercise its right to terminate this Lease by notifying Tenant in writing within 90 days after the date of the casualty; provided, however, that as a condition to such termination, all other leases in the Building for premises which are similarly affected by such damage must be concurrently terminated. If Landlord does not terminate this Lease, subject to the provisions of Section 17.B below, Landlord shall commence and proceed with reasonable diligence to repair and restore the structure of the Building (excluding any Tenant Improvements or Alterations that were performed by or for the benefit of Tenant) using materials and workmanship equal to or better in quality than those originally incorporated into the Premises. However, in no event shall Landlord be required to spend more than the insurance proceeds received by Landlord plus any applicable deductible payment. Landlord shall not be liable for any loss or damage to Tenant’s Property is damaged by fee or to the business of Tenant resulting in any way from the fire or other casualty resulting or from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsdamage.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by reason of fire or other casualty to the Premises (collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days from the date the repair is started, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after receipt of the Completion Estimate. In case addition, Tenant, by notice to Landlord within 10 days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallCompletion Estimate, in Landlord’s sole opinion, be required shall have the right to terminate this Lease if: (whether or not 1) the Premises shall have been materially damaged by such casualty) or in the event and there is less than two 2 years of the Term remaining on the date of the Casualty; and (2) the Completion Estimate indicates that the Premises or any Common Areas necessary to provide access to the Premises cannot be made tenantable within 90 days from the date the repair is started. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the gross negligence or intentional misconduct of Tenant or any Tenant Related Parties, regardless of anything in the foregoing to the contrary. Landlord, by notice to Tenant within 90 days after the date of the Casualty, also shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and there is less than 2 years of the Lease Term remaining or in on the event Landlord’s mortgagee should require date of the Casualty; (2) any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsBuilding occurs.

Casualty Damage. If During the term hereof, if the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shallshall be required, in Landlord’s sole opinion, be required (whether or not i) if the Premises shall have been materially damaged by such casualty) or in the event and there is less than two one (21) years year of the Lease Term remaining on the date of the casualty, or in the event Landlord’s mortgagee should require that the (ii) if insurance proceeds payable as a result in excess of a casualty be applied $500,000 are unavailable to Landlord for the payment repair of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within sixty (60) days after the date of such damage, in which event the Rent shall be abated as of the date of such damage. Notwithstanding the foregoing, with respect to clause (ii) of the preceding sentence, by providing written notice to Landlord (the “Election Notice”) within 10 days following the date Landlord notifies Tenant of Landlord’s determination that a casualty results in a material uninsured loss in excess of $500,000 (and which notice Landlord shall provide to Tenant within a reasonable period of time following Landlord’s determination thereof), Tenant may elect to pay the entire shortfall of all costs and expenses directly related to the restoration of the Building in accordance with the terms of this Lease in excess of $500,000 (the “Restoration Funds”), and, following Landlord’s receipt of the Restoration Funds, Landlord shall have no right to terminate this Lease. If the Premises are damaged by fire or other casualty and Landlord does not elect to terminate the Lease or is not entitled to terminate the Lease pursuant to its terms, then Tenant shall have the option to terminate the Lease if the Premises are not reasonably expected to be fully restored by Landlord to their prior condition within three hundred sixty-five (365) days after the damage, as reasonably determined by Landlord, which determination Landlord shall make within thirty (30) days after the date of such casualtydamage and shall notify Tenant thereof within such thirty (30) day period, or if the Premises are not actually fully restored by Landlord to their prior condition within three hundred ninety-five (395) days after the damage. If Landlord does not thus elect Tenant intends to terminate this Lease pursuant to the immediately preceding sentence, Tenant shall provide written notice to Landlord within thirty (30) days after written notice from Landlord of Landlord’s determination that the Premises are not reasonably expected to be fully restored within such three hundred sixty-five (365) day period or within fifteen (15) days after the expiration of such three hundred ninety-five (395) period, as the case may be. If neither party terminates the Lease, Landlord shall, within sixty (60) days after the date of such damage, commence to repair and restore the Building and shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so except that Landlord shall not be required to expend for the rebuild, repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord or replace any part of Tenant’s ability to pay furniture and furnishings or fixtures and equipment removable by Tenant under the provisions of this Lease, but such costs prior to work shall not exceed the scope of the work done by Landlord in originally constructing the Building and the Landlord’s commencement of repair Work. Tenant shall not be entitled to any compensation or damages from Landlord, and restoration of the Premises. Landlord shall not be liable liable, for any loss of the use of the whole or any part of the Premises, the Building, Tenant’s personal property, or any inconvenience or annoyance to Tenant occasioned by such loss of use, damage, repair, reconstruction or injury to the business of Tenant resulting in any way from such damage or the repair thereofrestoration, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a square footage basis during the time and to the extent the Premises are unfit or unavailable for occupancy. If Subject to Section 19(h) of the Lease, if the Premises or any other portion of the Property is Building are damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or to the Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. Landlord and Tenant each hereby specifically waives any and all rights each may have under any law, statute, ordinance or regulation to terminate the Lease by reason of casualty or damage to the Premises or Building, and the parties hereto specifically agree that the Lease shall not automatically terminate by law upon destruction of the Premises.

Casualty Damage. If there occurs any casualty to the Premises Project and: (i) insurance proceeds are unavailable to Landlord or any part thereof shall be damaged by fire are insufficient to restore the Project to substantially its pre-casualty condition; or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case (ii) more than thirty percent (30%) of the Building shall be so damaged that substantial alteration or reconstruction total area of the Building shallis damaged, Landlord shall have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by sending written notice of such termination to Tenant within sixty (60) days after such casualty. Such notice shall specify a termination date not fewer than thirty (30) nor more than ninety (90) days after such notice is given to Tenant. If there occurs any casualty to the Premises and: (i) in Landlord’s sole opinionreasonable judgment, be required the repair and restoration work would require more than 210 consecutive days to complete after the casualty (whether assuming normal work crews not engaged in overtime); or not (ii) the Premises shall have been damaged by such casualtycasualty occurs during the last twelve (12) or in the event there is less than two (2) years months of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the BuildingTerm, Landlord may, at its option, and Tenant shall each have the right to terminate this Lease and all the unaccrued obligations of the parties hereto, by notifying Tenant in writing sending written notice of such termination to the other party within thirty sixty (3060) days after the date of such casualty. If Landlord does Such notice shall specify a termination date not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant fewer than thirty (30) nor more than ninety (90) days after such notice is given to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord other party, but in no event shall not the termination date be responsible for delays not within after the control of Landlord) to substantially the same condition in which it was immediately prior to the happening last day of the casualtyTerm. Notwithstanding the foregoing, if the casualty was caused by the criminal act of Tenant or any principal or officer of Tenant, Tenant shall have no right to terminate this Lease due to the casualty. If there occurs any casualty to the Premises and neither party terminates this Lease, then Landlord shall use commercially reasonable efforts to cause the damage to be repaired (exclusive of Tenant’s Property) to a condition as nearly as practicable to that existing prior to the damage, with commercially reasonable speed and diligence, subject to delays that may arise by reason of adjustment of the loss under insurance policies, Laws, and Force Majeure Events. If this Lease is not terminated pursuant to this paragraph and Landlord fails to complete the repair or restoration work within ninety (90) days after Landlord’s obligation to restore estimated date for completion of the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received (subject to extension for delays caused by the Landlord as a result of the casualty Tenant and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the PremisesForce Majeure Events), if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, then Tenant shall complete have the restoration right to terminate this Lease by sending at least thirty (30) days’ prior written notice to Landlord within thirty (30) days after such estimated date of all improvementscompletion, including furniture, fixtures provided this Lease shall remain in full force and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, effect and Tenant shall present no longer have the right to terminate this Lease if Landlord with evidence satisfactory delivers possession of the Premises to Landlord Tenant within thirty (30) days after Landlord’s receipt of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisestermination notice. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant Indemnitees, injury to the business of Tenant Tenant’s business, or pain and suffering, resulting in any way from such damage or the repair thereof. Notwithstanding the foregoing, except that, subject Tenant’s obligation to the provisions of the next sentence, Landlord pay Fixed Rent and Additional Rent shall allow Tenant a fair diminution of Rent be equitably adjusted or abated during the time and period (if any) during which Tenant is not reasonably able to the extent the Premises are unfit for occupancy. If use the Premises or an applicable portion thereof as a result of such casualty. Tenant shall have no right to terminate this Lease as a result of any damage or destruction of the Premises, except as expressly provided in this Section. The provisions of this Lease, including this Section, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, and any Law with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other portion statute or regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises Premises, or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt of Landlord’s reasonable estimate (based upon a written notice thereof to estimate from Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s contractor) of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 270 days after the date of Casualty, either party may terminate this Lease upon 45 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies plus any applicable deductibles (other than deductibles with respect to earthquake damage), except in writing a circumstance in which such shortfall results from Landlord’s breach of its obligations under Section 10.6(b) hereof; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last months of the Term; or (v) any owner, other than Landlord, of any damaged portion of the Project does not intend to repair such termination within thirty (30) days after damage; provided, however, that Landlord may not terminate this Lease pursuant to this sentence unless Landlord also exercises all rights it may have acquired as a result of the date Casualty to terminate any other leases of such casualtyspace in the Building. If Landlord does this Lease is not thus elect terminated pursuant to terminate this LeaseSection 11, Landlord shall commence promptly and proceed with diligently perform the Landlord Repairs, subject to reasonable diligence to delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Building, Premises and the improvements located within the Premises, if any, Common Areas necessary for which Landlord had financial responsibility pursuant access to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the BuildingProject, and the improvements located within do not materially impair access to the Premises, if any, for which . Tenant shall assign to Landlord had financial responsibility pursuant (or its designee) all insurance proceeds payable to Tenant under Tenant’s insurance required under Section 10.2 with respect to any Tenant-Insured Improvements. If the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises or any Common Area necessary for Tenant’s access to (or parking for) the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is untenantable or inaccessible and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. Tenant shall give immediate written notice to Landlord of any damage caused to or suffered by the Premises or the Project. Tenant shall be responsible for any subsequent waste which may occur to the Premises or the Project in the event Tenant fails to timely notify Landlord of any damage to the Premises or the Project. If the Premises or any part thereof shall be the Project are totally destroyed, or so partially damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged such that substantial alteration or reconstruction Tenant's use of the Building shallPremises is materially interfered with, in Landlord’s sole opinionfrom a risk which is wholly covered by insurance proceeds made available to Landlord for such purpose, be required (whether Landlord shall proceed with reasonable diligence to repair the damage or destruction, and the Lease shall not the Premises shall have been damaged by such casualty) or terminate; provided, however, that if in the event there is less than two (2) years opinion of Landlord's architect the Lease Term remaining Project or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty repairs cannot reasonably be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination completed within thirty (30) 180 days after the date of Landlord's actual knowledge of such casualtydamage, either party may at its election terminate the Lease by delivering written notice of said election to the other party, in which event the rent payable for any unexpired portion of the Lease shall be abated, effective upon the date such damage occurred. If the Premises or the Project are substantially damaged, in such a way that Tenant's use of the Premises is materially interfered with, from a risk not wholly covered by insurance made available to Landlord for repair or reconstruction, Landlord may terminate the Lease by delivering written notice of said termination to Tenant, in which event all rights and obligations under the Lease shall cease and terminate, effective upon the date such damage occurred, except any liability of Tenant accruing prior to the Lease being terminated. If the Premises or the Project are substantially damaged during the final 24 months of the Term or any renewal Term, Landlord shall not be required to rebuild or repair the damage to the Project or the Premises unless Tenant exercises a renewal option, if any, within 15 days after the date of receipt by Landlord of Tenant's notification of the occurrence of the damage. If Tenant does not thus elect to terminate this exercise its renewal option, or if there is no previously unexercised renewal option contained within the Lease, Landlord shall commence have the option to terminate the Lease, and rent shall be abated for the unexpired portion of the Term, effective upon the date such damage occurred. If the Lease is not terminated pursuant to the preceding paragraphs, then Landlord shall proceed with immediately and shall use reasonable diligence to restore rebuild or repair the Building, Project and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately they existed prior to the happening of the casualty. Notwithstanding the foregoingdamage; provided, Landlord’s obligation to restore the Buildinghowever, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration rebuild, repair, or replace any part of the partitions, fixtures, additions, or other improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant or personal property required to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, be covered by Tenant's insurance described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth article XI above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises is untenable, in whole or any other in part, during the period beginning on the date such damage occurred, and ending on the date of substantial completion of Landlord's repair or restoration work, then, under such circumstances, the rent for such period shall be reduced to such extent as may be fair and reasonable under the circumstances, as determined by that portion of the Property is damaged Premises which may reasonably be utilized by fee Tenant. Except for abatement of rent, Tenant shall have no claim against Landlord for any loss suffered by Tenant due to damage or other casualty resulting from destruction of the fault Project or negligence of Tenant or any of Tenant’s agents, employeesthe Premises, or invitees, for any work or repair undertaken by Landlord as the rent hereunder shall not be diminished during the repair result of any such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsor destruction.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises Premises, or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 210 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the lest 12 months of the Term; or (v) any owner, other than Landlord, of any damaged portion of the Project does not intend to repair such damage; provided, however, that Landlord may not terminate this Lease pursuant to this sentence unless the Premises has been materially damaged or Landlord also exercises all rights it may have acquired as a result of the Casualty to terminate any other similarly situated leases of space in writing of such termination within thirty (30) days after the date of such casualtyBuilding. If Landlord does this Lease is not thus elect terminated pursuant to terminate this LeaseSection 11, Landlord shall commence promptly and proceed with diligently perform the Landlord Repairs, subject to reasonable diligence to delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Building, Premises and the improvements located within the Premises, if any, Common Areas necessary for which Landlord had financial responsibility pursuant access to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements and trade fixtures, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair estimated or actual cost of restoring any Tenant-Insured Improvements and restoration work more than trade fixtures exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises or any Common Area necessary for Tenant’s access to the Premises is damaged by a Casualty, than, during any time that, as a result of such damage, any portion of the casualty Premises is untenantable or inaccessible and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (other than trade fixtures), or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 270 days after the Casualty (or, if the damage occurs during the last 12 months of the Term, within 60 days after the Casualty), either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by delivery of such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied estimate. Within 90 days after discovering any damage to the payment of the mortgage debt or in the event of Property resulting from any material uninsured loss to the BuildingCasualty, Landlord may, at its option, may terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; or (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies (excluding commercially reasonable deductible amounts). If this Lease is not terminated pursuant to this Section 11, Landlord shall promptly and diligently perform the Landlord Repairs, subject to reasonable delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Premises (other than trade fixtures) and the Common Areas necessary for access to the Premises to substantially the same condition that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the Common Areas that are deemed desirable by Landlord, are consistent with the character of the Project, and do not materially impair access to the Premises. Notwithstanding Section 10.4, Tenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s insurance required under Section 10.2 with respect to any Tenant-Insured Improvements, and if the estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Premises or any Common Area necessary for Tenant’s access to the Premises is damaged by a Casualty, then, during any time that, as a result of such termination within thirty (30) days after damage, any portion of the date Premises is untenantable or inaccessible and is not occupied by Tenant, Monthly Rent shall be abated in proportion to the rentable square footage of such casualtyportion of the Premises. If Landlord does not thus elect to substantially complete the Landlord Repairs on or before the Outside Restoration Date (defined below), then, provided that the casualty was not caused by the negligence or intentional misconduct of Tenant or any Tenant Party, Tenant may terminate this LeaseLease by notifying Landlord within ten (10) days after the Outside Restoration Date. As used herein, Landlord “Outside Restoration Date” means the date occurring sixty (60) days after the later of (a) the expiration of the time set forth in the Completion Estimate, or (b) the date occurring two hundred seventy (270) days after the Casualty; provided, however, that the Outside Restoration Date shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant be extended to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within extent any unreasonable delay in the control of Landlord) to substantially the same condition in which it was immediately prior to the happening substantial completion of the casualtyLandlord Repairs is caused by Tenant or any Tenant Party. Notwithstanding the foregoing, Landlord’s obligation if Landlord determines in good faith that it will be unable to restore substantially complete the BuildingLandlord Repairs on or before the Outside Restoration Date, Landlord may cease its performance of the Landlord Repairs and notify Tenant (the improvements located within “Restoration Date Extension Notice”) of such inability, which Restoration Date Extension Notice shall set forth the Premises, if any, for date on which Landlord had financial responsibility pursuant to reasonably believes such substantial completion will occur. Upon receiving the Work Letter AgreementRestoration Date Extension Notice, shall Tenant may terminate this Lease by notifying Landlord within ten (10) days after receiving the Restoration Date Extension Notice. If Tenant does not require Landlord to expend for terminate this Lease within such repair and restoration work more than ten (10) day period, the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore Outside Restoration Date automatically shall be further limited so that Landlord shall not amended to be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described date set forth in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsRestoration Date Extension Notice.

Casualty Damage. 16.01 If, as a result of fire or other casualty (each, a “Casualty”), all or any portion of the Premises becomes untenantable or inaccessible, Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate of the amount of time required, using standard working methods, to substantially complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days from the date of the Casualty (when such repairs are made without the payment of overtime or other premiums), then either party shall have the right to terminate this Lease upon written notice to the other within ten (10) days after Landlord’s delivery of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice delivered to Tenant within ninety (90) days after the date of the Casualty, shall have the right to terminate this Lease if the Building or Property shall be damaged by fire or other casualtyCasualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by are affected, and one or more of the following conditions is present: (1) in Landlord’s reasonable judgment, repairs cannot reasonably be completed within two hundred seventy (270) days from the date the repairs are started (when such casualty) repairs are made without the payment of overtime or in the event there is less than two other premiums); (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as a result of a casualty or any portion thereof be applied to the payment of the mortgage debt debt; (3) the damage is not fully covered by Landlord’s insurance policies and deductible amounts; (4) Landlord decides to rebuild the Building or Common Areas so that they will be substantially different structurally or architecturally (provided Landlord shall terminate all leases in the event of any material uninsured loss to Building which are similarly affected); or (5) the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty damage occurs during the last twelve (3012) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening months of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsTerm.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a “Casualty”), Landlord, with reasonable promptness but not later than sixty (60) days from the date of such casualty, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot reasonably be substantially completed within 270 days from the date of the Casualty, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the gross negligence or intentional misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by notice to Tenant within 90 days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallCasualty, in Landlord’s sole opinion, be required shall have the right to terminate this Lease if: (whether or not 1) the Premises shall have been materially damaged by such casualty) or in the event and there is less than two (2) years of the Lease Term remaining or in on the event Landlord’s mortgagee should require date of the Casualty; (2) any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the BuildingBuilding occurs. In addition, Landlord mayin the event that the Premises and the Common Areas are not Substantially Completed within 270 days from the date the Casualty occurred, at its optionsubject to reasonable delays (not to exceed sixty (60) days) for insurance adjustment or other matters beyond Landlord’s reasonable control, Tenant shall have the right to terminate this Lease by notifying Tenant in writing upon 30 days advance notice to the Landlord given at any time subsequent to 270 days (plus a period of such termination within thirty up to sixty (3060) days set forth above, if applicable) after the date of the Casualty but prior to such casualty. If Substantial Completion; provided that if the Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore delivers the Building, Premises and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately Common Areas Substantially Complete prior to the happening expiration of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result 30-day period then said notice of the casualty and Landlord’s obligation to restore termination shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience no force or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedseffect.

Casualty Damage. If In the event of damage or destruction of the Premises by fire or any part thereof other casualty, this Lease shall not be terminated, but the Premises shall be damaged by promptly and fully repaired or restored, as the case may be, to substantially the same condition as existed prior to such fire or other casualty, by Landlord at its own cost and expense in an amount not to exceed the amount of insurance proceeds available. Due allowance, however, shall be given for reasonable time required for adjustment and settlement of insurance claims, and for such other delays as may result from government restrictions, and controls on construction, if any, and for strikes, national emergencies and other conditions beyond the control of Landlord. It is agreed that in any of the aforesaid events, this Lease shall continue in full force and effect, but if the condition is such so as to make the entire Premises untenantable for practical use for Tenant’s purposes, then the Rent which Tenant is obligated to pay hereunder shall xxxxx as of the date of the occurrence until the Premises have been fully and completely restored by Landlord. Any unpaid or prepaid Rent for the month in which said condition occurs shall be prorated. If the Premises are partially damaged or destroyed but the Tenant can still make practical use of the balance of the Premises; then during the period that Tenant is deprived of the use of the damaged portion of said Premises, Tenant shall give prompt be required to pay Rent covering only that part of the Premises that it is able to occupy, based on that portion of total rent which the amount of square foot area remaining that can be occupied bears to the total square foot area of all the Premises covered by this Lease. In the event that twenty five per cent (25%) or more of the Premises are damaged or destroyed by fire or other casualty so as to be untenantable for practical use for Tenant’s purposes and it shall require more than one hundred eighty (180) days for Landlord to substantially complete restoration of same as reasonably concurred on by Tenant, then either party hereto upon written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination delivered within thirty (30) days after of the date of such casualty. If Landlord does not thus elect fire or other casualty to the other party may terminate this Lease, Landlord in which case the Rent shall commence be apportioned and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant paid to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control date of Landlord) to substantially the same condition in which it was immediately prior to the happening of the said fire or other casualty. Notwithstanding Subject to the foregoing, Landlord’s obligation to restore the Buildingno compensation, and the improvements located within the Premisesor claim, if anyor diminution of Rent will be allowed or paid, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration by reason of all improvementsconsequential damages, including furnitureinconvenience, fixtures and equipmentannoyance, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to business, arising from the business necessity of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If repairing the Premises or any other portion of the Property is damaged by fee or other casualty resulting from Building of which they are a part, however the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsnecessity may occur.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualtydamage, in which event the Rent shall be abated as of the date of such damage. If Landlord does not thus elect to terminate this Lease, and provided insurance proceeds and any contributions from Tenant, if necessary, are available to fully repair the damage, Landlord shall within one hundred twenty (120) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing; provided, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require be required to rebuild, repair, or replace any part of Tenant's furniture, furnishings, fixtures and/or equipment removable by Tenant or any improvements, alterations or additions installed by or for the benefit of Tenant under the provisions of this Lease. Landlord shall not in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) and any contributions from Tenant, if necessary, actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant's personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If Notwithstanding anything to the contrary contained herein, if the Premises or any other portion of the Property is Building be damaged by fee fire or other casualty resulting from the fault intentional or negligence negligent acts or omissions of Tenant or any of Tenant’s agents's Representatives, employees, or invitees, (i) the rent hereunder Rent shall not be diminished during the repair of such damage damage, (ii) Tenant shall not have any right to terminate this Lease due to the occurrence of such casualty or damage, and (iii) Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of all or any portion of the Property Building caused thereby (including, without limitation, any deductible) to the extent such cost and expense is not covered by insurance proceeds. In the event the holder of any indebtedness secured by the Premises requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate hereunder except for those obligations expressly intended to survive any such termination of this Lease. Except as otherwise provided in this Section 27, Tenant hereby waives the provisions of Sections 1932(2.), 1933(4.), 1941 and 1942 of the California Civil Code.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (other than trade fixtures), or to any part thereof shall be damaged by Common Area or portion of the Base Building necessary for access to or tenantability of the Premises, resulting from any fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 270 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionare affected, terminate this Lease by notifying Tenant if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last 12 months of the Term; or (v) any owner, other than Landlord, of any damaged portion of the Project does not intend to repair such damage; provided, however, that Landlord may not terminate this Lease pursuant to this sentence unless the Premises have been materially damaged or Landlord also exercises all rights it may have acquired as a result of the Casualty to terminate any other leases of space in writing of the Building (to the extent such leases provide Landlord with termination within thirty (30) days after the date of rights comparable to those found herein with respect to such casualtyCasualty). If Landlord does this Lease is not thus elect terminated pursuant to terminate this LeaseSection 11, Landlord shall commence promptly and proceed with diligently perform the Landlord Repairs, subject to reasonable diligence to delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Building, Premises (other than trade fixtures) and any Common Area or portion of the improvements located within Base Building necessary for access to or tenantability of the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to or tenantability of the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises (other than trade fixtures) or any Common Area or portion of the Base Building necessary for access to or tenantability of the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is inaccessible or untenantable and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event the Premises have been damaged and there is less than two (2) years of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the BuildingBuilding or in the event Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or casualty, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within ninety (90) days' after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the date specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. In addition to Landlord's rights to terminate as provided herein, Tenant shall have the right to terminate this Lease if: (1) a substantial portion of the Premises has been damaged by fire or other casualty and such damage cannot reasonably be repaired within sixty (60) days after the date of such fire or other casualty; (2) there is less than one (1) year of the Lease Term remaining on the date of such casualty; (3) the casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (4) Tenant provides Landlord with written notice of its intent to terminate within thirty (30) days after the date of such the fire or other casualty. If neither Landlord does not thus nor Tenant elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the BuildingPremises (but excluding any improvements, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control alterations or additions made by Tenant in violation of Landlordthis Lease) to substantially the same condition they were in which it was immediately prior to the happening of the casualty, provided that if Landlord does not have sufficient proceeds to substantially complete the restoration of the Leasehold Improvements in the Premises and Landlord elects not to fund any shortfall, Landlord shall so notify Tenant and Tenant, within ten (10) days thereafter, shall have the right to terminate this Lease by the giving of written notice to Landlord. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementcasualty. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancy. If causes the Premises to be rendered untenantable. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any other portion damage to or destruction of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant Premises shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsthose specifically set forth herein.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. If Landlord does not thus elect terminate this Lease under Xxxxxxxxx 00, Xxxxxxxx shall deliver to Tenant a non binding estimate of the time needed to repair and restore the Building within 90 days after the date of the damage. If (i) Landlord’s estimate states that repair and restoration will not be completed within 365 days after the date of the damage or (ii) there is less than two (2) years of the Lease Term then remaining, Tenant may terminate this Lease by giving Landlord notice of termination within 10 business days after the date Tenant receives Landlord’s estimate. If neither Landlord or Tenant elects to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord Base Rent and Additional Rent shall allow Tenant xxxxx on a fair diminution of Rent prorata basis during the time and to the extent the Premises are unfit for occupancyoccupancy whether in whole or in part of if rendered wholly or partially inaccessible. If the Premises or any other portion of the Property is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds. It is the intent of Landlord and Tenant that the provisions of this Section 18 shall override N.J.S.A, 46:8-6 and 7.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days from the date of the Casualty, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by notice to Tenant within 90 days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallCasualty, in Landlord’s sole opinion, be required shall have the right to terminate this Lease if: (whether or not 1) the Premises shall have been materially damaged by such casualty) or in the event and there is less than two 1 year of the Term remaining on the date of the Casualty; (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the Building, Landlord may, at its option, Building or Premises occurs. Tenant shall have the right to terminate this Lease if: (a) a substantial portion of the Premises has been damaged by notifying Casualty and such damage cannot reasonably be repaired within 60 days after receipt of the Completion Estimate; (b) there is less than 1 year of the Term remaining on the date of the Casualty; (c) the Casualty was not caused by the negligence or willful misconduct of Tenant in writing or its agents, employees or contractors; and (d) Tenant provides Landlord with written notice of such termination its intent to terminate within thirty (30) 30 days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening Tenant’s receipt of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCompletion Estimate.

Casualty Damage. 16.01. If all or any portion of the Premises becomes untenantable or any part thereof shall be damaged inaccessible by fire or other casualty, Tenant shall give prompt written notice thereof casualty to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or the Common Areas (collectively a “Casualty”), Landlord, with reasonable promptness (but in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination all events within thirty (30) 120 days after following the date of such casualty. If the Casualty), shall cause a general contractor selected by Landlord does not thus elect to terminate this Leaseprovide Landlord with a written estimate (“Completion Estimate”) of the amount of time required, Landlord shall commence and proceed with reasonable diligence to restore the Buildingusing standard working methods, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for complete the repair and restoration of the improvements located within shell and core of the PremisesBuilding and any Common Areas necessary to provide access to the Premises (“Landlord’s Restoration Work”), provided to the extent Tenant has elected to perform the work regarding or assume responsibility for the Security System, Parking Deck, Lobby, Cafeteria, Fitness Center and Concrete Pads as described in Sections 7.06(a) and 9.04 of this Lease and Sections VI and VI in Exhibit F, restoration of the Security System, Parking Deck, Lobby, Cafeteria, Fitness Center and Concrete Pads, as the case may be, shall not be deemed part of Landlord’s Restoration Work, provided, however, to the extent Landlord’s insurance required to be carried pursuant to Section 14.03 covers any portions of the Security System, Parking Deck, Lobby, Cafeteria, Fitness Center and/or Concrete Pads, Landlord shall nevertheless make available and pay over to Tenant any casualty insurance proceeds received by Landlord, if any, covering such portions, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described use by Tenant in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy any of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesitems. Landlord shall promptly forward a copy of the Completion Estimate to Tenant. If (a) the Completion Estimate indicates that Landlord’s Restoration Work cannot be liable for any inconvenience substantially completed within 17 months from the date of the Completion Estimate, or annoyance (b) the Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty, then either party shall have the right to Tenant or injury terminate this Lease upon written notice to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions other within 30 days after Tenant’s receipt of the next sentenceCompletion Estimate, Landlord shall allow Tenant a fair diminution in the case of Rent during clause (a), and within 90 days after the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion date of the Property is damaged Casualty, in the case of clause (b). Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by fee the negligence or other casualty resulting from the fault or negligence willful misconduct of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event the Premises have been damaged and there is less than two (2) years of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the BuildingBuilding or in the event Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or casualty, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days days' after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the date specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not thus elect to terminate this Lease, Landlord Landlord, as soon as reasonably possible, shall commence (and proceed with reasonable diligence thereafter diligently pursue to restore completion) the Buildingrestoration of the Premises (but excluding any improvements, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control alterations or additions made by Tenant in violation of Landlordthis Lease) to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, Leasehold Improvements shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation casualty, provided if Landlord has insufficient insurance proceeds to restore shall be further limited so that the Premises and Landlord elects not to fund such shortfall, Landlord shall not be required so notify Tenant (the "Insurance Notice") and Tenant shall have the right to expend for terminate this Lease by written notice to Landlord within ten (10) days after the repair and restoration date of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter AgreementLandlord's Insurance Notice. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution an abatement of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancycauses the Premises to be rendered untenantable. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s 's agents, employees, or inviteescontractors, the rent Rent hereunder shall not be diminished during any period during which the repair of such damage Premises, or any portion thereof, is untenantable, and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building (i.e., more than ten percent (10%) of the full replacement value of the Building) shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualtydamage, in which event the Rent shall be abated as of the date of such damage. If Landlord does not thus elect to terminate this Lease, and provided insurance proceeds and any contributions from Tenant, if necessary, are available to fully repair the damage, Landlord shall within one hundred twenty (120) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing; provided, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require be required to rebuild, repair, or replace any part of Tenant’s furniture, furnishings, fixtures and/or equipment removable by Tenant or any improvements, alterations or additions installed by or for the benefit of Tenant under the provisions of this Lease other than the Tenant Improvements provided, further, however, that the Premises are damaged by any peril and Landlord does not terminate the Lease, then Tenant shall have the option to terminate the Lease if the Premises cannot be, or are not in fact, fully restored by Landlord to expend their prior condition within one hundred sixty (160) days after the damage, such date subject to extension for Tenant Delays and Force Majeure Delays of up to ninety (90) days. Landlord shall not in any event be required to spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) and any contributions from Tenant, if necessary, actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant’s personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit unfit, in Tenant’s reasonable discretion, for occupancy. If Notwithstanding anything to the contrary contained elsewhere in this Lease, if the Premises or any other portion of the Property is Building be damaged by fee fire or other casualty resulting from the fault intentional acts or negligence omissions of Tenant or any of Tenant’s agentsRepresentatives, employees, or invitees, (i) the rent hereunder Rent shall not be diminished during the repair of such damage damage, (ii) Tenant shall not have any right to terminate this Lease due to the occurrence of such casualty or damage, and (iii) Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of all or any portion of the Property Building caused thereby (including, without limitation, any deductible) to the extent such cost and expense is not covered by insurance proceeds. In the event the holder of any indebtedness secured by the Premises requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate hereunder except for those obligations expressly intended to survive any such termination of this Lease. Except as otherwise provided in this Section 27, Tenant hereby waives the provisions of Sections 1932(2.), 1933(4.), 1941 and 1942 of the California Civil Code.

Casualty Damage. If In the event the Building or Premises or any part thereof shall be damaged destroyed or rendered untenantable, either wholly or in part, by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, restore the Building or Premises to as near their previous condition as is reasonably possible and in the meantime the Rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the whole thereof, provided, such abatement (i) shall apply only to the extent the Premises are untenantable for the purposes permitted under this Lease and not used by Tenant as a result thereof, and (ii) shall not apply if Tenant or any other occupant of the Premises or any of their agents, employees, invitees, transferees or contractors caused the damage. Unless Landlord, within sixty (60) days after the happening of any such casualty, shall notify Tenant of its election to so restore, this Lease shall thereupon terminate and end, provided, if in Landlord’s estimation the Premises cannot be restored within one hundred twenty (120) days following such casualty, Landlord shall notify Tenant and Tenant may terminate this Lease (regardless of Landlord’s intent to restore) by notifying Tenant in writing delivery of such termination notice to Landlord within thirty (30) days after the date of such casualtyLandlord’s notice. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Such restoration by Landlord shall not be responsible for delays include replacement of furniture, equipment or other items that do not within become part of the control of Landlord) to substantially the same condition in which it was immediately prior Building or any improvements to the happening Premises in excess of those provided for in the casualtyallowance for building standard items. Notwithstanding Tenant agrees that the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord abatement of Rent as a result of the casualty and Landlord’s obligation to restore provided above shall be further limited so that Landlord shall not be required to expend for the repair Tenant’s sole and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described exclusive recourse in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration event of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenantsuch casualty damage, and Tenant shall present Landlord with evidence satisfactory waives any other rights Tenant may have under applicable Law to Landlord perform repairs or terminate the Lease by reason of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury damage to the business of Tenant resulting in any way from such damage Building or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If the Premises or any part thereof Leased Premises, shall be so damaged by fire or other casualtycasualty as to render them wholly untenantable, and if such damage shall be so great that a competent architect, in good standing, selected by Landlord shall certify in writing to Landlord and Tenant 1 that the Premises, with the exercise of reasonable diligence, cannot be made fit for occupancy within one hundred eighty (180) working days, then this Agreement shall give prompt written notice thereof cease and terminate from the date of the occurrence of such damage; and Tenant 1 thereupon shall sur- render to Landlord the Premises and all interest hereunder, and Landlord may reenter and take possession of the Premises and remove Tenant 1 therefrom. Tenant 1 shall pay rent and other charges duly apportioned, up to the time of such termination of this Agreement. If, however, the damage shall be such that said architect shall certify that the Premises can be made tenantable within a one hundred eighty (180) day period, then, except as hereinafter provided Landlord shall repair the damage in a competent manner to the extent of the insurance proceeds received by Landlord. If the fire or other casualty causing injury to the Premises or other parts of the building of which the Leased Premises form a part, shall have been caused by the negligence or misconduct of Tenant 1, its agents, servants, employees, or by any other person entering upon the Premises under express or implied invitation of Tenant 1, such injury shall be repaired by Landlord at the sole expense of Tenant 1. In case the Building building of which the Leased Premises form a part, shall be so damaged that substantial alteration injured or reconstruction of the Building shalldamaged, in Landlord’s sole opinion, be required whether by fire or otherwise (whether or not though the Premises shall have been damaged by such casualtymay not be affected, or if affected, can be repaired within said one hundred eighty (180) or in the event there is less than two days) that Landlord within sixty (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (3060) days after the date happening of such casualty. If Landlord does injury shall decide not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore reconstruct or rebuild the Building, and the improvements located within the Premisesthen, if any, for which Landlord had financial responsibility pursuant notwithstanding anything contained herein to the Work Letter contrary, upon notice in writing to that effect given by Landlord to Tenant 1 within said sixty (60) days, Tenant 1 shall pay the rent properly apportioned up to such date, this Agreement attached shall terminate from the date of delivery of said written notice and both parties hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control freed and discharged of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualtyall further obligations hereunder. Notwithstanding the foregoing, in the event the holder of a mortgage granted by Landlord’s obligation , covering the Leased Premises, fails to authorize the repair or restoration of the Premises or fails to release the insurance proceeds, or if Landlord elects not to restore the BuildingPremises at its sole election, then this Agreement shall terminate as of the date Landlord notifies Tenant 1 of such event and the rental payments and other charges due under the lease shall be apportioned to such notice date. Tenant 1 leased premises is separated from the Common Area by a 2-hour fire wall. Tenant 1 shall construct any lease improvements located desired (structural, electrical, plumbing etc) within the Premises, if any, for which Landlord had financial responsibility pursuant 2-hour fire wall so as not to compromise the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result effectiveness of the casualty and Landlord’s obligation to restore shall be further limited so that wall. Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy installation of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration drywall installations of the Premisesfire wall. Landlord Tenant 1 shall not be liable for any inconvenience or annoyance to Tenant or injury to maintain the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds2-hour fire rating with all remaining construction / installations within leased premises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event the Premises have been damaged and there is less than two one (21) years year of the Lease Term remaining on the date of such casualty or in the event Landlord’s mortgagee any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within ninety (90) days after the date of such casualty. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the date specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. In addition to Landlord's rights to terminate as provided herein, Tenant shall have the right to terminate this Lease if (1) a substantial portion of the Premises has been damaged by fire or other casualty; (2) there is less than one (1) year of the Lease Term remaining on the date of such casualty; (3) the casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors, and (4) Tenant provides Landlord with written notice of its intent to terminate within thirty (30) days after the date of such the fire or other casualty. If neither Landlord does not thus nor Tenant elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building (provided that Landlord shall not be required to restore any unleased premises in the Building, ) and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) has insured to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant casualty. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per them basis during the time and to the extent the Premises are unfit for occupancyuntenantable. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s 's agents, employees, or inviteescontractors, the rent Rent hereunder shall not be diminished during any period during which the repair of such damage Premises, or any portion thereof, is untenantable, and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If there occurs any casualty to the Premises and: (i) the casualty damage is of a nature or extent that, in Landlord’s reasonable judgment (to be communicated to Tenant within sixty (60) days from the date of the casualty), the repair and restoration work would require more than two hundred ten (210) consecutive days to complete after the determination by Landlord of the required repair or restoration work (assuming normal work crews not engaged in overtime); or (ii) more than thirty percent (30%) of the total area of the Building is extensively damaged; or (iii) the casualty occurs in the last Lease Year of the Term and Tenant has not exercised a renewal right; or (iv) insurance proceeds are unavailable or insufficient to repair the damage, either party shall have the right to terminate this Lease and all the unaccrued obligations of the parties hereto by sending written notice of such termination to the other within ten (10) days of Tenant’s receipt of the notice from Landlord described above. Such written termination notice is to specify a termination date no less than fifteen (15) days after its transmission. If neither Landlord nor Tenant elects to terminate this Lease after an event of damage or destruction to the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost Tenant’s obligation to pay Fixed Rent and expense of reconstructing Additional Rent shall be equitably adjusted or abated for such time as the Premises shall be borne or applicable portion thereof is not capable of being used by Tenant for its Permitted Use (as reasonably determined by Landlord and Tenant). Notwithstanding anything herein to the contrary, and if any such damage is not repaired by Landlord within two hundred ten (210) days from the determination by Landlord of the required repair or restoration work, Tenant shall present Landlord with evidence satisfactory have the option to terminate this Lease and be released of all obligations hereunder by written notice to Landlord of Tenant’s ability to pay such costs received prior to Landlord’s commencement substantial completion of such repair and restoration work. Tenant shall have no right to terminate this Lease as a result of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions destruction of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion part thereof, except as expressly provided in this Article 14. The provisions of this Lease, including this Article, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Property is damaged by fee Premises, and any statute or regulation of the State of Texas, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other casualty resulting from the fault statute or negligence of Tenant regulation, now or hereafter in effect, shall have no application to this Lease or any of Tenant’s agents, employees, damage or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable destruction to Landlord for the cost all or any part of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant Lessee shall give prompt written notice thereof to LandlordLessor. In case the Building shall be damaged by fire or other casualty, but shall not be rendered untenantable in whole or in part, Lessor shall, at its sole expense, cause such damage to be repaired with reasonable diligence to substantially the same condition in which it was immediately prior to the happening of the casualty, and the Base Rental hereunder shall not be abated; however, in case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, in Landlord’s Lessor's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) ), or in the event there is less than two (2) years any mortgagee under a mortgage or deed of trust covering the Lease Term remaining or in the event Landlord’s mortgagee Building should require that the insurance proceeds payable as a result of a said fire or other casualty be applied used to the payment of retire the mortgage debt or in the event of any material uninsured loss to the Buildingdebt, Landlord may, Lessor may at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant Lessee in writing of such termination within thirty sixty (3060) days after the date of such casualtydamage. If Landlord Lessor does not thus elect to terminate this Lease, Landlord Lessor shall within seventy-five (75) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord Lessor shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding , except that Lessor shall not be required to rebuild, repair, or replace any part of Lessee's fixtures, equipment, or other personal property removable by Lessee under the foregoing, Landlord’s obligation to restore the Buildingprovisions of this Lease, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, Lessor shall not require Landlord in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord Lessor as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementfire or other casualty. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord Lessor shall not be liable for any inconvenience or annoyance to Tenant Lessee or injury to the business of Tenant Lessee resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord Lessor shall allow Tenant Lessee a fair diminution of Rent rent during the time and to the extent the Premises Premises, or any portion thereof, are unfit for occupancy. If the Premises or any other portion of the Property is Building be damaged by fee fire or other casualty resulting from the fault or negligence of Tenant Lessee or any of Tenant’s Lessee's agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage damage, and Tenant Lessee shall be liable to Landlord Lessor for the cost and expense of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Any insurance which may be carried by Lessor or Lessee against loss or damage to the Building or to the Premises shall be for the sole benefit of the party carrying such insurance and under its sole control.

Casualty Damage. If If, prior to the Premises or Closing, any part thereof shall be of the Improvements are damaged by fire or other casualtycasualty (collectively, Tenant "Casualty"), as promptly as possible after Property Owner learns of such Casualty, Property Owner shall give prompt deliver to CBL/OP written notice thereof ("Casualty Loss Notice") together with Property Owner's determination as to whether the damage constitutes a "Material Damage" (as defined below). For the purposes of this Section 11.3, "Material Damage" shall mean damage to the Improvements which is of such nature that the cost of restoring the Improvements to their condition prior to the Casualty will, in Property Owner's reasonable determination as provided in the Casualty Loss Notice, exceed Two Million Dollars ($2,000,000), whether or not such damage is covered by insurance. If, prior to the Closing, the Improvements sustain Material Damage by a Casualty, CBL/OP may, at CBL/OP's option, terminate this Agreement by delivering written notice thereof to Landlord. In case Property Owner and Escrow Agent within the Building shall be so damaged that substantial alteration or reconstruction earlier of (a) 10 Business Days after CBL/OP's receipt of the Building Casualty Loss Notice or (b) the Closing Date. If the Improvements are damaged by a Casualty which is not a Material Damage, or if CBL/OP fails to deliver written notice of termination within the time period set forth hereinabove for a Material Damage, then: (i) the parties shall proceed to close this transaction in accordance with the terms of this Agreement; (ii) at the Closing, CBL/OP shall receive a credit against the Purchase Price in an amount equal to the deductible under Property Owner's casualty insurance policy plus the amount of any proceeds received by Property Owner prior to Closing to the extent the same exceed costs of restoration and repair expended by Property Owner; and (iii) Property Owner shall, in Landlord’s sole opinionas part of the Intangible Property, be required (whether or not the Premises shall have been damaged by such casualty) or assign to CBL/OP all of Property Owner's rights in the resulting casualty insurance proceeds; provided, however, that in no event there is less than two shall the sum of such credit for the deductible and the amount of the insurance proceeds assigned to CBL/OP pursuant to Clauses (ii) and (iii) hereinabove exceed the lesser of (1) the Purchase Price or (2) years the cost to complete the repair of the Lease Term remaining or Casualty following the Closing; provided, however, CBL/OP shall have no obligation to close with an assignment of casualty insurance proceeds unless Property Owner shall provide to CBL/OP a statement from the insurance company recognizing the casualty and the applicability of the insurance policy thereto and noting the insurance carrier's acknowledgement of the coverages set forth in the event Landlord’s mortgagee should require insurance policy to the particular casualty with no offsets, exclusions or denials of coverage and the assignability of the policy to the CBL/OP, and CBL/OP shall be reasonably satisfied that the insurance proceeds payable as a result of a casualty be applied are adequate to restore the damage, and if Property Owner fails to provide such statement from the insurance company by the Closing Date, and Property Owner is unwilling to escrow (on terms mutually satisfactory to the payment of parties) the mortgage debt or in amount required to restore the event of any material uninsured loss to the Buildingdamage, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus CBL/OP may elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, 50 by written notice to Property Owner. If CBL/OP elects to terminate this Agreement under this Section 11.3, Escrow Agent or Property Owner, as applicable, shall not require Landlord return the Letter of Credit or the Deposit, as applicable, to expend for such repair CBL/OP and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore neither party shall be have any further limited so that Landlord shall not be required to expend rights or obligations under this Agreement, except for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCBL/OP's Surviving Obligations.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a "CASUALTY"), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises ("COMPLETION ESTIMATE"). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 210 days from the date the repair is started, then either party shall be damaged by fire or have the right to terminate this Lease upon written notice to the other casualtywithin 10 days after receipt of the Completion Estimate. In addition, Tenant shall give prompt written notice thereof have the right to Landlord. In case the Building shall be so damaged that terminate this Lease if: (a) a substantial alteration or reconstruction portion of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have has been damaged by Casualty and such casualtydamage cannot reasonably be repaired within 60 days after Tenant receives the Completion Estimate; (b) or in the event there is less than two 1 year of the Term remaining on the date of such casualty, and (c) Tenant provides Landlord with written notice of its intent to terminate within 30 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the Casualty; (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty Building occurs (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except provided that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than has maintained the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedshereunder).

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the a Building shall be so damaged by fire or other casualty that fifty percent (50%) or more of the Building requires substantial alteration or reconstruction of the Building shallreconstruction, in Landlord’s sole reasonable opinion, be required (whether Landlord or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, Tenant may terminate this Lease as to such Building only or Tenant may terminate this Lease in whole by notifying Tenant the other party in writing of such termination within ninety (90) days after the date of such damage, in which event the Rent shall be abated as of the date of such damage but only to the extent and during the time period Tenant is not reasonably able, in Tenant’s good faith business judgment, to conduct its operations in the Building during such ninety (90) day period. If the Building or any part thereof shall be damaged by fire or other casualty such that the repair of such damage or casualty shall require more than nine (9) months to complete [subject to extension for delays attributable to Tenant’s or any of Tenant’s Representatives’ acts or omissions (collectively, “Tenant Delays”), or to acts or events beyond Landlord’s control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, discontinuance of any utility or other service required for performance of the reparation work, moratoriums, governmental agencies, delays on the part of governmental agencies, weather, and the lack of availability or shortage of specialized materials used in the construction of the Building (collectively, “Force Majeure Delays”)], then either Tenant or Landlord may terminate this Lease as to such Building only by notifying the other party of such election to terminate this Lease within thirty (30) days after the date on which it is determined by Landlord and Tenant of the length of time necessary to substantially complete such repairs, in which event the Rent shall be abated as of the date of such casualtydamage but only to the extent and during the time period Tenant is not reasonably able, in Tenant’s good faith business judgment, to conduct its operations in the damaged portion of the Building. Landlord and Tenant shall determine in writing of the determination of the percentage of the Building damaged or the length of time to complete the reparation of such damage as soon as reasonably possible after Landlord is notified in writing of the damage, but in all events within ninety (90) days of Landlord’s receipt of such notification from Tenant in writing. If Landlord does not thus neither party exercises their rights to so elect to terminate this LeaseLease in accordance with the aforesaid provisions, and provided insurance proceeds are available to fully repair the damage (excluding any deductible), Landlord shall within ninety (90) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within any Tenant Delays or any Force Majeure Delays and all time periods for performance by Landlord shall be extended commensurately by the control period of Landlordtime attributable to such delays) to substantially the same condition in which it was immediately prior to the happening of the casualty; provided, Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, furnishings, fixtures, equipment removable by Tenant, the Tenant Improvements or any other improvements, alterations or additions installed by or for the benefit of Tenant under the provisions of this Lease, or Tenant’s initial Alterations. Notwithstanding the foregoing, Landlord’s obligation to restore If they are not becoming part of the Building, and the improvements located within the Premises, if any, for which requires insurance coverage under Landlord’s Property Insurance. Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so fire or other casualty, provided that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementhas complied with its insurance obligations under Sect. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. 12.5.. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant’s personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are Building is unfit for occupancy. If Notwithstanding anything to the Premises contrary contained herein (except as set forth below), if the Building or any other portion of the Property is thereof be damaged by fee fire or other casualty resulting from the fault Intentional or negligence negligent acts or omissions of Tenant or any of Tenant’s agentsRepresentatives, employees, or invitees, (i) the rent hereunder Rent shall not be diminished during the repair of such damage damage, (ii) Tenant shall not have any right to terminate this Lease due to the occurrence of such casualty or damage, and (iii) Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of all or any portion of the Property Building caused thereby (including, without limitation, any deductible) to the extent such cost and expense is not covered by insurance proceedsproceeds and Landlord has no responsibility for the lack of insurance coverage. However, Landlord expressly hereby releases Tenant to the extent of Landlord’s insurance coverage (but only the amount in excess of Landlord’s deductible), from any liability for loss or damage caused by fire or any casualties even if such fire or other casualties should be brought about by the negligence of Tenant or Tenant’s Representatives. In the event the holder of any indebtedness secured by the Building requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate hereunder except for those obligations expressly intended to survive any such termination of this Lease.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (excluding trade fixtures), or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 210 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last 12 months of the Term; or (v) any owner, other than Landlord, of any damaged portion of the Project does not intend to repair such termination within thirty (30) days after the date of such casualtydamage. If Landlord does this Lease is not thus elect terminated pursuant to terminate this LeaseSection 11, Landlord shall commence promptly and proceed with diligently perform the Landlord Repairs, subject to reasonable diligence to delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Building, Premises (excluding trade fixtures) and the improvements located within the Premises, if any, Common Areas necessary for which Landlord had financial responsibility pursuant access to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises (other than trade fixtures) or any Common Area necessary for Tenant’s access to the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is untenantable or inaccessible and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If If, before the Premises or any part thereof shall be Closing Date, the improvements on the Property are damaged by fire or other casualtyany insured casualty and the cost to restore such improvements, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shallas reasonably determined by Buyer, in Landlord’s sole opinionis more than Two Hundred Thousand Dollars ($200,000), be required (whether or not the Premises Buyer shall have been damaged the right, by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied giving notice to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination Seller within thirty (30) days after Seller gives notice of the date occurrence of such casualty. If Landlord does not thus elect casualty to Buyer, to terminate this LeaseAgreement, Landlord in which event this Agreement shall commence and proceed with reasonable diligence to restore terminate. If, before the BuildingClosing Date, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of on the Property is are damaged by fee or other any casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance and the cost to restore such improvements, as reasonably determined by Seller and Buyer, is more than Fifty Thousand Dollars ($50,000), Seller and Buyer each shall have the right, by giving notice to the other within thirty (30) days after Seller gives notice of the occurrence of such casualty to Buyer, to terminate this Agreement, in which event this Agreement shall terminate. If, before the Closing Date, the improvements on the Property are damaged by any insured casualty and the cost to restore such improvements, as reasonably determined by Buyer, is Two Hundred Thousand Dollars ($200,000) or less, or the improvements on the Property are damaged by any casualty not covered by insurance and the cost to restore such improvements, as reasonably determined by Seller and Buyer, is Fifty Thousand Dollars ($50,000) or less, or either Seller or Buyer has the right to terminate this Agreement pursuant to either of the preceding sentences but neither Seller nor Buyer exercises such right, then this Agreement shall remain in full force and effect and, on the Closing Date, any insurance proceeds (or, if not theretofore received, the right to receive such proceeds) payable to Seller on account of the damage shall be transferred to Buyer and the amount of any deductible under Seller’s insurance policy to the extent of the restoration cost as reasonably determined by Seller and Buyer (or, in the case of an uninsured casualty, the restoration cost as reasonably determined by Seller and Buyer) shall be a credit to Buyer against the total purchase price for the Property. Seller shall give notice to Buyer reasonably promptly after the occurrence of any damage to the improvements on the Property by any casualty. If necessary, the Closing Date shall be postponed until Seller has given any notice to Buyer required by this section 6.3 and the period of thirty (30) days described in this section 6.3 has expired, and the restoration cost has been determined by Seller and Buyer.

Casualty Damage. 16.01 If all or any portion of the Premises or any part thereof shall be damaged becomes untenantable by fire or other casualtycasualty to the Premises (collectively a “Casualty”), or if all or any portion of the Building, including the Parking Facility, shall be made untenantable by fire or other casualty and Tenant’s use of or access to the Premises or Parking Facility is materially interfered with as a result thereof, then Landlord shall, within 60 days following the date of the Casualty cause a licensed general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to substantially complete the repair and restoration of the Premises, any Common Areas necessary to provide access to the Premises and the Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) (“Completion Estimate”). If the Completion Estimate indicates that the Premises, any Common Areas necessary to provide access to the Premises or Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) cannot be made tenantable within 270 days from the date the repair is started, then either party shall give prompt have the right to terminate this Lease upon written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction other within 20 days after receipt of the Building shallCompletion Estimate, in Landlord’s sole opinionwhich event this Lease shall terminate 30 days thereafter. Further notwithstanding any contrary provision of this Section 16.01, be required (whether or not the Premises shall have been damaged by such casualty) or in the event that the Premises, Common Areas (but only to the extent it materially impacts Tenant’s use of or access to the Premises) or Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) have been materially damaged and there is less than two 1 year of the Term remaining on the date of the Casualty, then Tenant may elect to terminate this Lease by notifying Landlord in writing within 60 days after the date of the Casualty. In addition, Landlord, by notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Premises, the Common Areas and the Parking Facility have been materially damaged and there is less than 1 year of the Term remaining on the date of the Casualty and Tenant has not exercised its option to extend hereunder; (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable in excess of the “Landlord Contribution,” as a result of a casualty that term is defined below, be applied to the payment of the mortgage debt debt; or in (3) the event damage is not fully covered by Landlord’s insurance policies (or by the insurance Landlord is required to carry hereunder), the amount of any material uninsured loss such shortfall (including deductibles) exceeds 5% of the replacement cost of the Building (“Landlord Contribution”), but with respect to the Buildingthis item 3, Landlord may, at its option, must also terminate this Lease all leases for space similarly affected by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualtyloss. Notwithstanding the foregoing, Landlord’s obligation if Tenant was entitled to restore but elected not to exercise its right to terminate the Building, Lease and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall does not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for substantially complete the repair and restoration of the improvements located within the Premises, if anyBuilding or Parking Facility, for which Landlord had financial responsibility pursuant to as the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described case may be (but in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord connection with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby Building, only to the extent required so that Tenant’s use of and access to the Premises is no longer materially interfered with), within 2 months after the expiration of the estimated period of time set forth in the Completion Estimate, which period shall be extended to the extent of any Reconstruction Delays, then Tenant may terminate this Lease by written notice to Landlord within 30 days after the expiration of such cost and expense is not covered by insurance proceeds.period, as the same may be extended. For purposes of this Lease, the term “

Casualty Damage. 17.01 If the Premises or any part thereof shall be damaged partially destroyed by fire or other casualty, Tenant the damages may, at the sole option of Lessor, be repaired by and at the expense of Lessor or an appropriate insurer and the rent until such repair is made shall give prompt written notice thereof be apportioned according to Landlordthe part of the Premises which is useable by Lessee. In case No penalty shall accrue for reasonable delay which may arise by reason of adjustments of insurance on the Building part of Lessor or for reasonable delay on account of “labor troubles” or any other cause beyond Lessor’s control. If Lessor shall decide not to restore or not to rebuild the Premises, or if the Premises are totally damaged or are rendered wholly untenable by fire or other casualty, or if the Premises shall be so damaged that substantial alteration Lessor shall decide to demolish it or reconstruction of the Building shallto rebuild it, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord then Lessor may, at its optionwithin ninety (90) days after such fire or other casualty, terminate this Lease by notifying Tenant give Lessee a notice in writing of such termination decision and thereupon the terms of this Lease shall expire and terminate effective as of the date of the casualty and Lessee shall immediately vacate the Premises and surrender the same to Lessor, and except as may otherwise be provided herein, the obligations of the parties hereto shall cease and terminate. Additionally, if the Premises are totally damaged or are rendered wholly untenable by fire or other casualty, then Lessee may, within thirty ninety (3090) days after such fire or other casualty, give Lessor a fifteen (15) day notice in writing of Lessee’s decision to terminate the Lease and thereupon the terms of this Lease shall expire and terminate effective fifteen (15) days from the date of such casualty. If Landlord does not thus elect notice and Lessee shall vacate the Premises by such date and surrender the same to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the BuildingLessor, and except as may otherwise be provided herein, the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening obligations of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, parties hereto shall cease and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsterminate.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (excluding trade fixtures), or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 180 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last 12 months of such termination within thirty the Term; or (30v) days after any owner, other than Landlord, of any damaged portion of the date of such casualty. If Landlord Project does not thus elect intend to repair such damage provided, however, that (x) Landlord may not terminate this Lease pursuant to the preceding clauses (i), (ii), (iii) or (v) unless the Premises has been materially damaged or Landlord also exercises all rights it may have acquired as a result of the Casualty to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore any other leases of space in the Building, and the improvements located within the Premises, if any, for which (y) Landlord had financial responsibility may not terminate this Lease pursuant to the Work Letter Agreement attached hereto preceding clause (iv) unless the Premises has been materially damaged or Landlord also exercises all rights it may have acquired as Exhibit D a result of the Casualty to terminate any other leases that (except that 1) relate to space in the Building, and (2) have less than 12 months left remaining in their terms when the Casualty occurs. If this Lease is not terminated pursuant to this Section 11, Landlord shall not be responsible promptly and diligently perform the Landlord Repairs, subject to reasonable delays for delays not within insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the control of LandlordPremises (excluding trade fixtures) and the Common Areas necessary for access to the Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises (other than trade fixtures) or any Common Area necessary for Tenant’s access to the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is untenantable or inaccessible and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall will give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty), or (ii) or in the event there is less than two (2) years any mortgagee under a first mortgage or first deed of trust covering the Lease Term remaining or in the event Landlord’s mortgagee Building should require that the insurance proceeds payable as a result of a said fire or other casualty be applied used to the payment of retire the mortgage debt debt, or (iii) in the event of any material uninsured loss the occurrence of a casualty which is not insured under the "all risk" extended coverage insurance required to be carried by Landlord pursuant to the Buildingterms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty fifteen (3015) days after the date of Landlord's receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder will be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord will, as soon as practicable, but no more than ninety (90) days after the date of such casualty. If Landlord does not thus elect damage, commence to terminate this Lease, Landlord shall commence repair and restore the Building and will proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Building to substantially the same condition in which it was in immediately prior to the happening occurrence of the fire or other casualty. Notwithstanding , except that Landlord will not be required to rebuild, repair, or replace any part of Tenant's furniture, fixtures and equipment removable by Tenant under the foregoing, Landlord’s obligation provisions of this Lease or any Alterations to restore the BuildingPremises made by Tenant following the Commencement Date which were not approved by Landlord in writing, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant will not in any event be required to the Work Letter Agreement, shall not require Landlord to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore shall the Building as required by this Section 24, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be further limited so that repaired, the time for Landlord shall not to commence and complete such repairs will be required extended by the amount of time necessary for Landlord to expend for the repair and restoration obtain detailed working drawings of the improvements located Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the Premisestime required herein, if anyor complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, for Tenant may terminate the Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord had financial responsibility pursuant was to commence or complete such repairs, as the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisescase may be. Landlord shall will not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall will allow Tenant a fair diminution an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancyoccupancy and are vacated by Tenant. If the Premises or any other portion of the Property Complex is damaged by fee fire or other casualty resulting from the fault or negligence intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant’s agents, employees, or invitees, the rent Rent hereunder shall will not be diminished abated during the repair of such damage damage, and Tenant shall be will remain liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedspayment thereof.

Casualty Damage. If If, before the Premises or Closing, the improvements on any part thereof shall be of the Real Property are damaged by fire or other any insured casualty, Tenant then Sellers shall give Buyer prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does the cost to restore such improvements, as reasonably determined by Seller, is more than $2,000,000.00 for the Northview Corporate Center Real Property, $3,000,000.00 for the Metropolitan Park – North Tower Real Property or $5,000,000.00 for the 00 Xxxxx Xxxx Xxxxxx and 000 Xxxxx Xxxxxx Real Property, then Buyer shall have the right, by giving notice to Sellers within seven (7) days after Sellers give notice to Buyer of the applicable Seller’s reasonable estimate (which shall be prepared by an independent, reputable, licensed contractor selected by Seller) of the cost to restore such improvements, to terminate this Agreement, in which event this Agreement shall terminate, and Buyer shall receive a return of the Deposit. If, before the Closing, the improvements on any of the Real Property are damaged by any casualty not thus covered by insurance and the cost to restore such improvements, as reasonably determined by Seller, is more than $750,000.00 for the Northview Corporate Center Real Property, $1,250,000.00 for the Metropolitan Park – North Tower Real Property or $2,000,000.00 for the 00 Xxxxx Xxxx Xxxxxx and 000 Xxxxx Xxxxxx Real Property, Sellers and Buyer each shall have the right, by giving notice to the other within seven (7) days after Sellers give notice to Buyer of the applicable Seller’s reasonable estimate (which shall be prepared by an independent, reputable, licensed contractor selected by Seller) of the cost to restore such improvements, to terminate this Agreement, in which event this Agreement shall terminate and the Deposit shall be returned to Buyer; provided, however, that if Sellers elect to terminate this LeaseAgreement, Landlord shall commence Buyer may nullify such termination by agreeing to pay for the cost of such restoration work upon written notice to Sellers given no later than five (5) days after Buyer has received Sellers’ termination notice hereunder. If, before the Closing, the improvements on any of the Real Property are damaged by any insured casualty and proceed with reasonable diligence the cost to restore such improvements, as reasonably determined by Seller (based on an estimate prepared by an independent, reputable, licensed contractor selected by Seller), is $2,000,000.00 or less for the BuildingNorthview Corporate Center Real Property, $3,000,000.00 or less for the Metropolitan Park – North Tower Real Property or $5,000,000.00 or less for the 00 Xxxxx Xxxx Xxxxxx and 000 Xxxxx Xxxxxx Real Property , or the improvements on any of the Real Property are damaged by any casualty not covered by insurance and the improvements located within cost to restore such improvements, as reasonably determined by the Premisesapplicable Seller (based on an estimate prepared by an independent, reputable, licensed contractor selected by Seller), is $750,000.00 or less for the Northview Corporate Center Real Property, $1,250,000.00 or less for the Metropolitan Park – North Tower Real Property or $2,000,000.00 or less for the 00 Xxxxx Xxxx Xxxxxx and 000 Xxxxx Xxxxxx Real Property, or Sellers or Buyer have/has the right to terminate this Agreement pursuant to either of the preceding sentences but neither Sellers nor Buyer exercises such right or Buyer nullifies Sellers’ termination, then this Agreement shall remain in full force and effect and, on the Closing Date, any insurance proceeds (or, if anynot theretofore received, for which Landlord had financial responsibility pursuant the right to receive such proceeds) payable on account of the damage shall be transferred to Buyer and the amount of any deductible under the insurance policy to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening extent of the restoration cost, as reasonably determined by the applicable Seller (which shall be based on the estimate prepared by the independent, reputable, licensed contractor selected by Seller) (or, in the case of an uninsured casualty, the restoration cost, as reasonably determined by the applicable Seller (which shall be based on the estimate prepared by the independent, reputable, licensed contractor selected by Seller)) shall be a credit to Buyer against the total purchase price for the Property. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsbecause the applicable Seller failed to obtain or maintain the required insurance, then such casualty shall be treated as insured and Buyer shall be entitled to a credit in the amount that would have been payable in respect of such casualty under the insurance policy required to be obtained or maintained by such Seller. Sellers shall give notice to Buyer reasonably promptly after the occurrence of any damage to the improvements on the Property by any casualty. Buyer and Sellers acknowledge and agree that Sellers do not carry earthquake insurance, and, therefore, damage caused by an earthquake shall be deemed damage caused by a casualty not covered by insurance. If necessary, the Closing Date shall be postponed until Sellers have given any notice to Buyer required by this section 6.3 and the period of seven (7) days described in this section 6.3 has expired, and the restoration cost has been determined by the applicable Seller as provided hereunder. Sellers agree that they shall not settle any casualty insurance claims without Buyer’s prior written approval of such settlement, which approval Buyer shall not unreasonably withhold.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that fifty percent (50%) or more of the Building requires substantial alteration or reconstruction of the Building shallreconstruction, in Landlord’s sole 's reasonable opinion, be required (whether Landlord or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, Tenant may terminate this Lease by notifying Tenant the other party in writing of such termination within ninety (90) days after the date of such damage, in which event the Rent shall be abated as of the date of such damage but only to the extent and during the time period Tenant is not reasonably able, in Tenant's good faith business judgment, to conduct its operations in the Building during such ninety (90) day period. If the Building or any part thereof shall be damaged by fire or other casualty such that the reparation of such damage or casualty shall require more than nine (9) months to complete [subject to extension for delays attributable to Tenant's or any of Tenant's Representatives' acts or omissions (collectively, "Tenant Delays"), or to acts or events beyond Landlord's control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, discontinuance of any utility or other service required for performance of the reparation work, moratoriums, governmental agencies, delays on the part of governmental agencies, weather, and the lack of availability or shortage of specialized materials used in the construction of the Building (collectively, "Force Majeure Delays")], then either Tenant or Landlord may terminate this Lease by notifying the other party of such election to terminate this Lease within thirty (30) days after the date on which it is determined by Landlord of the length of time necessary to substantially complete such repairs, in which event the Rent shall be abated as of the date of such casualtydamage but only to the extent and during the time period Tenant is not reasonably able, in Tenant's good faith business judgment, to conduct its operations in the damaged portion of the Building. Landlord shall notify Tenant in writing of the determination of the percentage of the Building damaged or the length of time to complete the reparation of such damage as soon as reasonably possible after Landlord is notified in writing of the damage, but in all events within ninety (90) days of Landlord's receipt of such notification from Tenant in writing. If Landlord does not thus neither party exercises their rights to so elect to terminate this LeaseLease in accordance with the aforesaid provisions, and provided insurance proceeds are available to fully repair the damage (excluding any deductible), Landlord shall within ninety (90) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within any Tenant Delays or any Force Majeure Delays and all time periods for performance by Landlord shall be extended commensurately by the control period of Landlordtime attributable to such delays) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing; provided, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require be required to rebuild, repair, or replace any part of Tenant's furniture, furnishings, fixtures, equipment removable by Tenant, the Tenant Improvements (other than the upgrade for the fire protection system as set forth in Exhibit B hereto) or any other improvements, alterations or additions installed by or for the benefit of Tenant under the provisions of this Lease, or Tenant's Initial Alterations. Landlord shall not in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant's personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are Building is unfit for occupancy. If Notwithstanding anything to the Premises contrary contained herein, if the Building or any other portion of the Property is thereof be damaged by fee fire or other casualty resulting from the fault intentional or negligence negligent acts or omissions of Tenant or any of Tenant’s agents's Representatives, employees, or invitees, (i) the rent hereunder Rent shall not be diminished during the repair of such damage damage, (ii) Tenant shall not have any right to terminate this Lease due to the occurrence of such casualty or damage, and (iii) Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of all or any portion of the Property Building caused thereby (including, without limitation, any deductible) to the extent such cost and expense is not covered by insurance proceeds. In the event the holder of any indebtedness secured by the Building requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate hereunder except for those obligations expressly intended to survive any such termination of this Lease. Except as otherwise provided in this Section 28, Tenant hereby waives the provisions of Sections 1932(2.), 1933(4.), 1941 and 1942 of the California Civil Code.

Casualty Damage. If (a) Tenant shall give immediate notice (by telephone, confirmed in writing) to Landlord of any damage caused to the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof and if neither party elects to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant as provided in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this LeaseParagraph 15(b), Landlord shall commence and proceed with reasonable diligence and at its sole cost and expense to repair and restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant Premises (other than any Alterations to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control Premises performed by Tenant and any personal property of LandlordTenant) to substantially the same condition in which it was as immediately prior to said damage or destruction. (b) If (i) the happening Building or the Premises shall be destroyed or substantially damaged by a casualty not covered by Landlord’s insurance; or (ii) 25% or more of the Premises is damaged or rendered untenantable by a casualty covered by Landlord’s insurance; or (iii) the Premises are not affected but 25% of the Building or such portion of the Public Areas as shall render the Premises or the Building untenantable is damaged or rendered untenantable, then in any such event Landlord may elect either to terminate this Lease or to proceed to rebuild and repair the Premises (subject to the limitations set forth in Paragraph 15(a) above) or that portion of the Building so damaged. Landlord shall give written notice to Tenant of such election within 90 days after the occurrence of such casualty. Notwithstanding If 25% or more of the foregoingPremises is damaged or rendered untenantable by a casualty during the last twelve (12) months of the Term, Tenant may also elect to terminate this Lease upon sixty (60) days’ written notice to Landlord’s obligation . If such notice of termination shall be given, this Lease shall terminate as of the date provided in such notice of termination (if the Term shall have commenced) with the same effect as if that date were the Expiration Date. If neither party elects to restore the Buildingterminate this Lease, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such commences repair and restoration work more than reconstruction as set forth herein, then in the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for event the repair and restoration of the improvements located Premises and/or Tenant’s access thereto is not substantially complete within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount one hundred eighty days of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlordcasualty event, Tenant shall complete have the restoration of all improvementsright to terminate this Lease upon written notice to Landlord. (c) If the Premises are damaged and the Lease is not terminated pursuant to Paragraph 15(b), including furniture, fixtures the Basic Rent and equipment, the Additional Rent payable pursuant to Paragraph 4 hereof shall be abated in proportion to the degree in which are necessary to permit Tenant’s reoccupancy ability to use the Premises is impaired during the period of any damage, repair or restoration provided for in this Paragraph 15 (i.e., until such time as Landlord has satisfied its restoration obligations under this Paragraph 15). Except for such abatement, Tenant shall not be entitled to any compensation or damage for loss in the use of the Premiseswhole or any part of the Premises and/or any inconvenience or annoyance occasioned by damage, destruction, repair or restoration. Except as set forth above16. Eminent Domain (a) Subject to the rights of Landlord to relocate Tenant pursuant to Paragraph 27(n), all cost and expense if the whole or any portion of reconstructing the Premises shall be borne acquired or condemned by Tenanteminent domain for any public or quasi-public use or purpose, and Tenant this Lease shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration terminate as of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions date of the next sentencevesting or acquisition of title in the condemning authority with the same effect as if said date were the Expiration Date. In addition, Landlord shall allow Tenant a fair diminution of Rent during if the time and to the extent the Premises are unfit for occupancy. If the Premises whole or any other portion of the Property is damaged by fee or Building other casualty resulting from than the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant Premises shall be liable to Landlord acquired or condemned by eminent domain for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.any public or quasi-public use or purpose, this Lease shall, at the

Casualty Damage. If the Premises or any part thereof shall be damaged --------------- by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, in Landlord’s sole 's reasonable opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty sixty (3060) days after the date of such casualtydamage, in which event the Rent shall be abated as of the date of such damage. If the Premises shall be so damaged by fire or other such that, in Landlord's reasonable opinion, restoration or repairs would require a period of time greater than one hundred eighty (180) days (excluding any Force Majeure Delays) to substantially complete, then either Landlord or Tenant may terminate this Lease by delivering written notice thereof within ten (10) days after Landlord has made such determination. If Landlord or Tenant, as the case may be, does not thus elect to terminate this LeaseLease and provided insurance proceeds and any contributions from Tenant, if necessary, are available to fully repair the damage, Landlord shall within ninety (90) days after the date of such damage or as soon as reasonably practicable commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing; provided, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require be required to rebuild, repair, or replace any part of Tenant's furniture, furnishings or fixtures and equipment removable by Tenant or any improvements, alterations or additions installed by or for the benefit of Tenant, other than the Tenant Improvements, under the provisions of this Lease. Landlord shall not in any event be required to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds (excluding any deductible) and any contributions from Tenant, if necessary, actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant's personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is Building be damaged by fee fire or other casualty resulting from the fault intentional or negligence negligent acts or omissions of Tenant or any of Tenant’s agents, employees, or invitees's Representatives, the rent hereunder Rent shall not be diminished during the repair of such damage to the extent Landlord does not receive insurance proceeds for lost rentals and Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of all or any portion of the Property Building caused thereby (including, without limitation, any deductible) to the extent such cost and expense is not covered by insurance proceeds. In the event the holder of any indebtedness secured by the Premises requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after the date of notice to Tenant of any such event, whereupon all rights and obligations shall cease and terminate hereunder. Except as otherwise provided in this Section 27, Tenant hereby waives the provisions of Sections 1932(2.), 1933(4.), 1941 and 1942 of the California Civil Code.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (a) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such the casualty); or (b) or in the event there is less than Premises shall be partially damaged by casualty during the last two (2) years of the Lease Term remaining or in Term; Landlord may, within 90 days after the event casualty, give notice to Tenant of Landlord’s mortgagee should require that election to terminate this Lease, and the insurance proceeds payable as a result of a casualty be applied to the payment balance of the mortgage debt or in Lease Term shall automatically expire on the event fifth day after the notice is delivered. Within 90 days of the date of any material uninsured loss to casualty which requires substantial alteration or reconstruction of the Building, Landlord shall notify Tenant whether Landlord intends to rebuild the Building, and, if so, whether the Building can be rebuilt so that the Premises will be made tenantable within 210 days of the date of the casualty (the “Restoration Period”). If the notice indicates that Landlord does not intend to rebuild or that the Building cannot be rebuilt so that the Premises will be made tenantable within the Restoration Period, Tenant may, at its optionwithin ten days of Landlord’s notice, give Landlord notice that Tenant elects to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifteenth day after the notice is delivered. Should Landlord’s notice indicate that the Building can be rebuilt so that the Premises will be made tenantable within the Restoration Period or if the notice indicates that rebuilding will take longer than the Restoration Period but Tenant does not elect to terminate this Lease by notifying Tenant within ten days of Landlord’s notice, Landlord shall proceed with reasonable diligence to rebuild the Building in writing accordance with the terms of such termination within thirty (30) days after the date of such casualtythis article. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, Building and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition they were in which it was immediately prior to before the happening of the casualty. Notwithstanding the foregoingHowever, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described restore any unleased premises in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord Building or any portion of Tenant’s ability property. Rent shall xxxxx in proportion to pay such costs prior to Landlord’s commencement of repair and restoration the portion of the PremisesPremises not useable by Tenant as a result of any casualty covered by insurance carried or required to be carried by Landlord under this Lease, as of the date on which the Premises becomes unusable. Landlord shall not otherwise be liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to the Tenant’s business of Tenant resulting in any way from such the damage or the repair thereofrepairs, except that, subject Tenant’s sole remedy being the right to an abatement of Rent. If Landlord proceeds to rebuild the provisions Building but fails to achieve substantially completion of the next sentencePremises within thirty (30) days after the Restoration Period (or within thirty (30) days after the expiration of such longer rebuilding period as set forth in Landlord’s notice provided Tenant did not terminate the Lease as provided above), as such period is extended for Unavoidable Delay, then Tenant may terminate this Lease by written notice to Landlord shall allow Tenant a fair diminution given within ten (10) days after the expiration of Rent during the time and to the extent such thirty (30) day period, unless Landlord achieves substantial completion of the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of within such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsten (10) day period.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (other than trade fixtures), or to any part thereof shall be damaged by Common Area or portion of the Base Building necessary for access to or tenantability of the Premises, resulting from any fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 365 days after the date of the Casualty, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionare affected, terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies, plus applicable deductibles (other than earthquake deductibles); (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; or (iv) the damage occurs during the last 12 months of such termination the Term. Tenant shall have the right to terminate this Lease if: (a) there is less than one (1) year of the Term remaining on the date of the Casualty; (b) the Casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; (c) Landlord’s estimate indicates that the Landlord Repairs cannot be substantially completed within thirty (30) 60 days after the date of such casualtythe Casualty; and (d) Tenant provides Landlord with written notice of its intent to terminate within 30 days after the date of Tenant’s receipt of the estimate of the time required to substantially complete the Landlord Repairs. If Landlord does this Lease is not thus elect terminated pursuant to terminate this LeaseSection 11, Landlord shall commence promptly and proceed with diligently perform the Landlord Repairs, subject to reasonable diligence to delays for insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the Building, Premises (other than trade fixtures) and any Common Area or portion of the improvements located within Base Building necessary for access to or tenantability of the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to or tenantability of the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises (other than trade fixtures) or any Common Area or portion of the Base Building necessary for access to or tenantability of the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is inaccessible or untenantable and Landlord’s obligation to restore is not occupied by Tenant, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof Leased Premises, shall be so damaged by fire or other casualtycasualty as to render them wholly untenantable, and if such damage shall be so great that a competent architect, in good standing, selected by Landlord shall certify in writing to Landlord and Tenant 1 that the Premises, with the exercise of reasonable diligence, cannot be made fit for occupancy within one hundred eighty (180) working days, then this Agreement shall give prompt written notice thereof cease and terminate from the date of the occurrence of such damage; and Tenant 1 thereupon shall surrender to Landlord the Premises and all interest hereunder, and Landlord may reenter and take possession of the Premises and remove Tenant 1 therefrom. Tenant 1 shall pay rent and other charges duly apportioned, up to the time of such termination of this Agreement. If, however, the damage shall be such that said architect shall certify that the Premises can be made tenantable within a one hundred eighty (180) day period, then, except as hereinafter provided Landlord shall repair the damage in a competent manner to the extent of the insurance proceeds received by Landlord. If the fire or other casualty causing injury to the Premises or other parts of the building of which the Leased Premises form a part, shall have been caused by the negligence or misconduct of Tenant 1, its agents, servants, employees, or by any other person entering upon the Premises under express or implied invitation of Tenant 1, such injury shall be repaired by Landlord at the sole expense of Tenant 1. In case the Building building of which the Leased Premises form a part, shall be so damaged that substantial alteration injured or reconstruction of the Building shalldamaged, in Landlord’s sole opinion, be required whether by fire or otherwise (whether or not though the Premises shall have been damaged by such casualtymay not be affected, or if affected, can be repaired within said one hundred eighty (180) or in the event there is less than two days) that Landlord within sixty (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (3060) days after the date happening of such casualty. If Landlord does injury shall decide not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore reconstruct or rebuild the Building, and the improvements located within the Premisesthen, if any, for which Landlord had financial responsibility pursuant notwithstanding anything contained herein to the Work Letter contrary, upon notice in writing to that effect given by Landlord to Tenant 1 within said sixty (60) days, Tenant 1 shall pay the rent properly apportioned up to such date, this Agreement attached shall terminate from the date of delivery of said written notice and both parties hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control freed and discharged of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualtyall further obligations hereunder. Notwithstanding the foregoing, in the event the holder of a mortgage granted by Landlord’s obligation , covering the Leased Premises, fails to authorize the repair or restoration of the Premises or fails to release the insurance proceeds, or if Landlord elects not to restore the BuildingPremises at its sole election, then this Agreement shall terminate as of the date Landlord notifies Tenant 1 of such event and the rental payments and other charges due under the lease shall be apportioned to such notice date. Tenant 1 leased premises is separated from the Common Area by a 2-hour fire wall. Tenant 1 shall construct any lease improvements located desired (structural, electrical, plumbing etc) within the Premises, if any, for which Landlord had financial responsibility pursuant 2-hour fire wall so as not to compromise the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result effectiveness of the casualty and Landlord’s obligation to restore shall be further limited so that wall. Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy installation of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration drywall installations of the Premisesfire wall. Landlord Tenant 1 shall not be liable for any inconvenience or annoyance to Tenant or injury to maintain the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds2-hour fire rating with all remaining construction / installations within leased premises.

Casualty Damage. If the Premises Solar Equipment or any part thereof shall will be damaged by fire or other casualty, Tenant shall will give prompt written notice thereof to Landlord. In case the Building shall will be so damaged such that substantial alteration or reconstruction of the Building shallBuilding, in Landlord’s 's sole opinion, be is required (whether or not the Premises shall any equipment or property of Tenant will have been damaged by such casualty) or in the event there is less than two (2) years any mortgagee of the Lease Term remaining or in the event Landlord’s mortgagee 's should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall will commence and proceed with reasonable diligence to restore the BuildingBuilding shell, excluding any of the Solar Equipment (which will be Tenant’s sole responsibility to restore at its sole cost and expense) in accordance with the improvements located within terms of the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (Lease; except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall will not require Landlord to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementcasualty. When the repairs described in the preceding two sentences sentence have been completed by Landlord, Tenant shall will then complete the restoration of all improvements, including furniture, fixtures and equipment, improvements in excess of such improvements installed by Landlord which are necessary to permit Tenant's resumption of operations pursuant to the Tenant’s reoccupancy final working drawings and specifications ("Improvement Restoration"). Construction of the PremisesImprovement Restoration will be completed within two (2) months after Landlord first notifies Tenant that the improvements to be completed by Landlord have been substantially completed. Except as set forth above, all All cost and expense of reconstructing completing the Premises shall Improvements Restoration will be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall will not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, thereof except that, subject to that the provisions Lease Fee will xxxxx from the date of the next sentence, Landlord shall allow Tenant a fair diminution damage through the period of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsrestoration.

Casualty Damage. In the event of damage or destruction of the Premises by fire or any other casualty, this Lease shall not be terminated, but the Premises shall be promptly and fully repaired or restored, as the case may be, by Landlord at its own cost and expense in an amount not to exceed the amount of insurance proceeds available. Due allowance, however, shall be given for reasonable time required for adjustment and settlement of insurance claims, and for such other delays as may result from government restrictions, and controls on construction, if any, and for strikes, national emergencies and other conditions beyond the control of Landlord. It is agreed that in any of the aforesaid events, this Lease shall continue in full force and effect, but if the condition is such so as to make the entire Premises untenantable for practical use for Tenant's purposes, then the Rent which Tenant is obligated to pay hereunder shall xxxxx as of the date of the occurrence until the Premises have been fully and completely restored by Landlord. Any unpaid or prepaid Rent for the month in which said condition occurs shall be prorated. If the Premises are partially damaged or any part thereof destroyed but the Tenant can still make practical use of the balance of the Premises; then during the period that Tenant is deprived of the use of the damaged portion of said Premises, Tenant shall be required to pay Rent covering only that part of the Premises that it is able to occupy, based on that portion of total rent which the amount of square foot area remaining that can be occupied bears to the total square foot area of all the Premises covered by this Lease. In the event that twenty five percent (25%) or more of the Premises are damaged or destroyed by fire or other casualtycasualty so as to be untenantable for practical use for Tenant's purposes and it shall require more than one hundred eighty (180) days for Landlord to substantially complete restoration of same as reasonably concurred on by Tenant, Tenant shall give prompt then either party hereto upon written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination delivered within thirty (30) days after of the date of such casualty. If Landlord does not thus elect fire or other casualty to the other party may terminate this Lease, Landlord in which case the Rent shall commence be apportioned and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant paid to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control date of Landlord) to substantially the same condition in which it was immediately prior to the happening of the said fire or other casualty. Notwithstanding Subject to the foregoing, Landlord’s obligation to restore the Buildingno compensation, and the improvements located within the Premisesor claim, if anyor diminution of Rent will be allowed or paid, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration by reason of all improvementsconsequential damages, including furnitureinconvenience, fixtures and equipmentannoyance, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to business, arising from the business necessity of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If repairing the Premises or any other portion of the Property is damaged by fee or other casualty resulting from Building of which they are a part, however the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsnecessity may occur.

Casualty Damage. If Tenant shall promptly notify Landlord or the Building Manager of any fire or other casualty to the Premises, or, to the extent that Tenant knows of the same, to the Building. Landlord shall promptly notify Tenant of any fire or other casualty or damage to the Building. In the event the Premises or any substantial part thereof shall be of the Building is wholly or partially damaged or destroyed by fire or other casualty, Tenant shall give prompt written notice thereof casualty which is required to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in covered by Landlord’s sole opinioninsurance as provided herein, be required Landlord will proceed to restore the same (whether or not excluding the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that Improvements, unless Tenant makes available to Landlord the insurance proceeds payable as a result of a casualty be applied related to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlordsame) to substantially the same condition in which it was existing immediately prior to such damage or destruction unless Landlord notifies Tenant (the “Casualty Notice”) that (i) such damage or destruction is incapable of repair or restoration within one hundred eighty (180) days from the date of such fire or other casualty as reasonably determined by Landlord’s architect; or (ii) the insurance proceeds recovered by reason of the damage or destruction are, in Landlord’s reasonable judgment, inadequate (after adding the deductible amount thereto) to complete the restoration of the Building; in either of which events Landlord or Tenant may, by written notice given to the other party within twenty (20) days of Tenant’s receipt of the Casualty Notice, declare this Lease terminated as of the happening of such damage or destruction, except that Landlord shall not have the casualty. Notwithstanding right to so terminate if such funds are inadequate Portions of this Exhibit, indicated by the foregoing, Landlord’s obligation to restore xxxx “[***],” were omitted and have been filed separately with the Building, Securities and the improvements located within the Premises, if any, for which Landlord had financial responsibility Exchange Commission pursuant to the Work Letter AgreementRegistrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. due to Landlord allowing the coverage required under this Lease to lapse. To the extent after fire or other casualty that Tenant shall not require Landlord to expend for such repair be deprived of the use and restoration work more than occupancy of the insurance proceeds actually received by the Landlord Premises or any portion thereof as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premisesany such damage, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage destruction or the repair thereof, except then Tenant shall be relieved of the same ratable portion of the Monthly Base Rent due under this Lease as the amount of damaged or useless space in the Premises bears to the rentable square footage of the Premises until such time as the entire Premises shall be restored and a certificate of occupancy is issued therefor (provided that Tenant diligently commences its required restoration activities hereunder and thereafter diligently and continuously prosecutes same to completion), the parties acknowledging and agreeing that, subject to the provisions in connection with any such casualty not resulting in termination of the next sentencethis Lease, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent only be responsible for restoring the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agentsto Base Building Condition, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable responsible for restoring the Tenant Improvements so long as same are damaged or destroyed by fire or other casualty which is required to be covered by Tenant’s insurance as provided herein. Landlord shall reasonably determine the amount of damaged or useless space and the square footage of the Premises referenced in the prior sentence. Notwithstanding anything to the contrary contained herein, in the event of a casualty which materially impairs Tenant’s use of the Premises or access thereto during the last eighteen (18) months of the Term of this Lease, Tenant may, by written notice to Landlord for within sixty (60) days [***] after the cost date of the repair and restoration applicable casualty, declare this Lease terminated as of the Property caused thereby to the extent occurrence of such cost and expense is not covered by insurance proceedsdamage or destruction.

Casualty Damage. 16.01 If, as a result of fire or other casualty (each, a “Casualty”), all or any portion of the Premises becomes untenantable or inaccessible, Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate of the amount of time required, using standard working methods, to substantially complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days from the date the repair is started (when such repairs are made without the payment of overtime or other premiums), then either party shall have the right to terminate this Lease upon written notice to the other within thirty (30) days after Landlord’s delivery of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice delivered to Tenant within ninety (90) days after the date of the Casualty, shall have the right to terminate this Lease if the Building or Complex shall be damaged by fire or other casualtyCasualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by are affected, and one or more of the following conditions is present: (1) in Landlord’s reasonable judgment, repairs cannot reasonably be completed within two hundred seventy (270) days from the date the repairs are started (when such casualty) repairs are made without the payment of overtime or in the event there is less than two other premiums); (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as or a result of a casualty substantial portion thereof be applied to the payment of the mortgage debt or in debt; (3) the event of any material uninsured loss to damage is not fully covered by Landlord’s insurance policies provided Landlord maintained the Building, Landlord may, at its option, terminate this Lease insurance required by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore ; or (4) the Building, and damage occurs during the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D last twelve (except that Landlord shall not be responsible for delays not within the control of Landlord12) to substantially the same condition in which it was immediately prior to the happening months of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsTerm.

Casualty Damage. If Except as provided below, in the event of partial or total destruction of the Premises or and any other buildings, structures and improvements from time to time constituting a part thereof shall be damaged of the Premises during the Term by fire or other casualty, Tenant the Landlord shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction as promptly as practicable after receipt of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the any insurance proceeds payable available as a result of a such casualty repair, reconstruct or replace the portions of the Premises destroyed as nearly as possible to their condition prior to such destruction, except that in no event shall the Landlord be applied obligated to expend more for such repair, reconstruction or replacement than the amounts of any such insurance proceeds actually received From and after the date of such destruction and through the period of such repair, reconstruction and replacement there shall be an equitable abatement of Basic Rent hereunder in proportion to the payment nature and extent of the mortgage debt destruction. If the Premises and any other buildings, structures and improvements from time to time constituting part of the Premises are so extensively destroyed by fire or in other casualty that the event Premises and any other buildings, structures and improvements from time to time constituting part of the Premises are not susceptible of repair, reconstruction or replacement within six (6) months from the date work commences thereon, or if such destruction resulted from causes or risks not required to be insured against by the Tenant hereunder, or if any material uninsured loss Mortgagee refuses to make such proceeds available and the Landlord gives notice to the BuildingTenant that the Landlord will not make an equivalent amount available for such purposes, either the Landlord may, at its option, or Tenant may terminate this Lease by notifying Tenant in writing of such termination giving written notice to the other within thirty (30) days after the date of such casualty. If Landlord does not thus elect to destruction (or if applicable, within thirty (30) days after such notice from the Landlord), in which event this Lease shall automatically terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the BuildingBasic Rent, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore Additional Rent shall be further limited so that Landlord shall not be required to expend for appropriately apportioned through and abated from and after the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair date of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsdestruction.

Casualty Damage. If In the event the Building or Premises or any part thereof shall be damaged destroyed or rendered untenantable, either wholly or in part, by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, restore the Building or Premises to as near their previous condition as is reasonably possible and in the meantime the Rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the whole thereof, provided, such abatement (i) shall apply only to the extent the Premises are untenantable for the purposes permitted under this Lease and not used by Tenant as a result thereof, and (ii) shall not apply if Tenant or any other occupant of the Premises or any of their agents, employees, invitees, transferees or contractors caused the damage. Unless Landlord, within sixty (60) days after the happening of any such casualty, shall notify Tenant of its election to so restore, this Lease shall thereupon terminate and end, provided, if in Landlord's estimation the Premises cannot be restored within one hundred twenty (120) days following such destruction, Landlord shall notify Tenant and Tenant may terminate this Lease (regardless of Landlord's intent to restore) by notifying Tenant in writing delivery of such termination notice to Landlord within thirty (30) days after the date of such casualtyLandlord's notice. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Such restoration by Landlord shall not be responsible for delays include replacement of furniture, equipment or other items that do not within become part of the control of Landlord) to substantially the same condition in which it was immediately prior Building or any improvements to the happening Premises in excess of those provided for in the casualtyallowance for building standard Items. Notwithstanding Tenant agrees that the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord abatement of Rent as a result of the casualty and Landlord’s obligation to restore provided above shall be further limited so that Landlord shall not be required to expend for the repair Tenant's sole and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described exclusive recourse in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration event of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenantsuch damage, and Tenant shall present Landlord with evidence satisfactory waives any other rights Tenant may have under applicable Law to Landlord perform repairs or. terminate the Lease by reason of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury damage to the business of Tenant resulting in any way from such damage Building or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsPremises.

Casualty Damage. If the Premises Building or any part thereof shall be portion of it is damaged or destroyed by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case any casualty and: (a) the Building or Project or a material part of the Common Areas shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such the casualty); or (b) Landlord is not permitted to rebuild the Building or a material part of the Common Areas in substantially the event there is less than same form as it existed before the damage; or (c) the Premises shall be materially damaged by casualty during the last two (2) years of the Lease Term remaining Term; or in the event Landlord’s (d) any mortgagee should require requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in (e) the event of any material uninsured loss to the Building, damage is not fully covered by insurance maintained by Landlord; then Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 90 days after the date casualty, give notice to Tenant of such casualtyLandlord’s election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. If Landlord does not thus elect to terminate this Lease, provided that Tenant was operating from the Premises immediately prior to the casualty and will recommence operations after restoration of the Premises, Landlord shall commence and proceed with reasonable diligence to restore the Building, Building and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that to restoration of the Premises to a Building standard core and shell condition to the extent insurance proceeds are sufficient; in no event shall Landlord be obligated to restore any improvements which were installed by Tenant. However, Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described restore any unleased premises in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord Building or any portion of Tenant’s ability property. If this Lease is not terminated, Tenant shall, at its expense, promptly restore all leasehold improvements installed in the Premises (including the Tenant Improvements) and its own furniture, trade fixtures and personal property. Rent shall xxxxx in proportion to pay such costs prior to Landlord’s commencement of repair and restoration the portion of the PremisesPremises not usable (and actually not used) by Tenant as a result of any casualty resulting in damage to the Building which is covered by insurance carried or required to be carried by Landlord under this Lease, as of the date on which the Premises becomes unusable and the abatement shall continue until the date that Landlord restores the Premises to a Building standard core and shell condition. Landlord shall not otherwise be liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to the Tenant’s business of Tenant resulting in any way from the damage or the repairs, Tenant’s sole remedy being the right to an abatement of Rent. The proceeds payable under all casualty insurance policies maintained by Landlord on the Premises or Building shall belong to and be the property of Landlord, and Tenant shall not have any interest in such proceeds. Tenant agrees to look to Tenant’s casualty insurance policies for the restoration and replacement of all of the improvements existing in the Premises as of the Commencement Date (including any Tenant Improvements defined herein) and any modifications and additions thereto, and Tenant’s fixtures, equipment and furnishings in the Premises, and in the event of termination of this Lease, for any reason, following any damage or destruction, Tenant shall promptly assign to Landlord or otherwise pay to Landlord, upon Landlord’s request, the proceeds of said insurance and such other additional funds so that the total amount assigned and/or paid by Tenant to Landlord shall be sufficient to restore (whether or not any such restoration is actually to occur) all improvements, fixtures, equipment and furnishings (excepting only Tenant’s moveable personal property and equipment) existing therein immediately prior to such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancydestruction. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence Such obligation of Tenant shall survive the expiration or any termination of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsthis Lease.

Casualty Damage. If If, prior to the Premises or Closing, any part thereof shall be of the Improvements are damaged by fire or other casualtycasualty (collectively, Tenant "Casualty"), as promptly as possible after Property Owner learns of such Casualty, Property Owner shall give prompt deliver to CBL/OP written notice thereof ("Casualty Loss Notice") together with Property Owner's determination as to whether the damage constitutes a "Material Damage" (as defined below). For the purposes of this Section 11.3, "Material Damage" shall mean damage to the Improvements which is of such nature that the cost of restoring the Improvements to their condition prior to the Casualty will, in Property Owner's reasonable determination as provided in the Casualty Loss Notice, exceed Two Million Dollars ($2,000,000), whether or not such damage is covered by insurance. If, prior to the Closing, the Improvements sustain Material Damage by a Casualty, CBL/OP may, at CBL/OP's option, terminate this Agreement by delivering written notice thereof to Landlord. In case Property Owner and Escrow Agent within the Building shall be so damaged that substantial alteration or reconstruction earlier of (a) 10 Business Days after CBL/OP's receipt of the Building Casualty Loss Notice or (b) the Closing Date. If the Improvements are damaged by a Casualty which is not a Material Damage, or if CBL/OP fails to deliver written notice of termination within the time period set forth hereinabove for a Material Damage, then: (i) the parties shall proceed to close this transaction in accordance with the terms of this Agreement; (ii) at the Closing, CBL/OP shall receive a credit against the Total Consideration in an amount equal to the deductible under Property Owner's casualty insurance policy plus the amount of any proceeds received by Property Owner prior to Closing to the extent the same exceed costs of restoration and repair expended by Property Owner; and (iii) Property Owner shall, in Landlord’s sole opinionas part of the Intangible Property, be required (whether or not the Premises shall have been damaged by such casualty) or assign to CBL/OP all of Property Owner's rights in the resulting casualty insurance proceeds; provided, however, that in no event there is less than two shall the sum of such credit for the deductible and the amount of the insurance proceeds assigned to CBL/OP pursuant to Clauses (ii) and (iii) hereinabove exceed the lesser of (1) the Total Consideration or (2) years the cost to complete the repair of the Lease Term remaining or Casualty following the Closing; provided, however, CBL/OP shall have no obligation to close with an assignment of casualty insurance proceeds unless Property Owner shall provide to CBL/OP a statement from the insurance company recognizing the casualty and the applicability of the insurance policy thereto and noting the insurance carrier's acknowledgement of the coverages set forth in the event Landlord’s mortgagee should require insurance policy to the particular casualty with no offsets, exclusions or denials of coverage and the assignability of the policy to the CBL/OP, and CBL/OP shall be reasonably satisfied that the insurance proceeds payable as a result of a casualty be applied are adequate to restore the damage, and if Property Owner fails to provide such statement from the insurance company by the Closing Date, and Contributors are unwilling to escrow (on terms mutually satisfactory to the payment of parties) the mortgage debt or in amount required to restore the event of any material uninsured loss to the Buildingdamage, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus CBL/OP may elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, by written notice to Property Owner. If CBL/OP elects to terminate this Agreement under this Section 11.3, Escrow Agent or Property Owner, as applicable, shall not require Landlord return the Letter of Credit or the Deposit, as applicable, to expend for such repair CBL/OP and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore neither party shall be have any further limited so that Landlord shall not be required to expend rights or obligations under this Agreement, except for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCBL/OP's Surviving Obligations.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building Premises shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building Premises shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building), Landlord may, at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within thirty sixty (3060) days after the date of such casualtydamage. If Landlord does not thus elect to terminate this Lease, Landlord shall within ninety (90) days after the date of such damage commence to repair and restore the Premises and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Premises (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so except that Landlord shall not be required to expend for rebuild, repair or replace any part of Tenant's furniture, furnishings ro fixtures and equipment removable by Tenant under the repair and restoration provisions of this Lease, but such work shall not exceed the scope of the improvements located within work done by Landlord in originally constructing the Premises, if any, nor shall Landlord in any event be required to spend for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar such work an amount in excess of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed insurance proceeds actually received by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy Landlord as a result of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesfire or other casualty. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant's personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is Project are damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s 's agents, employees, or invitees, the rent hereunder Rent shall not be diminished during the repair of such damage damages and Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of the Property Premises caused thereby to the extent such cost costs and expense is not covered by insurance proceeds. Notwithstanding anything herein to the contrary, Tenant shall be entitled to cancel this Lease in the event that Tenant's business is interrupted for more than sixty (60) days following such casualty unless the damage was caused by Tenant's negligence.

Casualty Damage. If If, before the Premises or any part thereof shall be Closing Date, the improvements on the Real Property are damaged by fire or other casualtyany casualty and the cost to restore such improvements, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shallas reasonably determined by Buyer, in Landlord’s sole opinionis more than one million dollars ($1,000,000), be required (whether or not the Premises Buyer shall have been damaged the right, by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied giving notice to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination Seller within thirty (30) days after Seller gives notice of the date occurrence of such casualty. If Landlord does not thus elect casualty to Buyer, to terminate this LeaseAgreement, Landlord in which event this Agreement shall commence and proceed with reasonable diligence terminate. If the cost to restore such improvements, as reasonably determined by Seller, is more than twenty million dollars ($20,000,000), Seller shall have the Buildingright, by giving notice to Buyer within twenty (20) days after the casualty occurs, to terminate this Agreement, in which event this Agreement shall terminate, provided that Seller shall pay Buyer an amount equal to all of Buyer's costs calculated in accordance with section 9.3(b). If, before the Closing Date, the improvements on the Real Property are damaged by any casualty and the improvements located within cost to restore such improvements, as reasonably determined by Buyer, is one million dollars ($1,000,000) or less, or if Buyer and/or Seller has the Premises, if any, for which Landlord had financial responsibility right to terminate this Agreement pursuant to the Work Letter preceding sentence but neither party exercises such right, then this Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within remain in full force and effect and Seller shall promptly commence and diligently prosecute to completion the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty damaged improvements. Seller shall give notice to Buyer immediately after the occurrence of any damage to the improvements on the Real Property by any casualty. Buyer shall have a period of thirty (30) days (or such shorter period as Buyer may elect by giving notice to Seller) after Seller has given the notice to Buyer required by this section 7.3 to evaluate the extent of the damage and Landlord’s obligation make the determination as to restore whether to terminate this Agreement. If necessary, the Closing Date shall be further limited postponed until Seller has given the notice to Buyer required by this section 7.3, the period of thirty (30) days described in this section 7.3 has expired, and (if Buyer so that Landlord shall not be required to expend for elects) the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have has been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedscompleted.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) "substantial alteration or reconstruction reconstruction" of the Building (as defined below) shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises (as set forth below) shall have been damaged by such fire or other casualty), or (ii) or in the event there is less than two (2) years any mortgagee under a first mortgage or first deed of trust covering the Lease Term remaining or in the event Landlord’s mortgagee Building should require that the insurance proceeds payable as a result of a said fire or other casualty be applied used to the payment of retire the mortgage debt debt, or (iii) in the event of any material uninsured loss the occurrence of a casualty which is not insured under the "all risk" extended coverage insurance required to be carried by Landlord pursuant to the Buildingterms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty fifteen (3015) days after the date of Landlord's receipt of the estimated cost and time of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. Landlord shall provide Tenant with a copy of the estimated cost and time for reconstruction. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than sixty (60) days after the date of such casualty. If Landlord does not thus elect damage, commence to terminate this Lease, Landlord repair and restore the Building and shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Building to substantially the same condition in which it was in immediately prior to the happening occurrence of the fire or other casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so except that Landlord shall not be required to expend for the repair and restoration rebuild, repair, or replace any part of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including Tenant's furniture, fixtures and equipmentequipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the Commencement Date which were not approved by Landlord in writing, which are and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 24, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to permit Tenant’s reoccupancy complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the PremisesAlterations to be repaired. Except as set forth aboveIn the event Landlord does not either commence the repairs to the Building within the time required herein, all cost and expense or complete the repairs to the Building within two hundred seventy (270) days after the date of reconstructing such damage, Tenant may terminate the Premises shall be borne Lease by Tenant, and Tenant shall present Landlord with evidence satisfactory written notice thereof to Landlord of Tenant’s ability given no later than thirty (30) days following the date on which Landlord was to pay commence or complete such costs prior to Landlord’s commencement of repair and restoration of repairs, as the Premisescase may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancyoccupancy and are vacated by Tenant. If the Premises or any other portion of the Property Complex is damaged by fee fire or other casualty resulting from the fault or negligence intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant’s agents, employees, or invitees, the rent Rent hereunder shall not be diminished abated during the repair of such damage damage, and Tenant shall be remain liable to Landlord for the cost payment thereof. For the purposes of this Section 24, "substantial alteration or reconstruction" of the repair and restoration Building shall mean that such alterations or reconstruction would take in excess of one hundred eight (180) days from the date of such damage to complete or cost in excess of twenty-five (25%) of the Property caused thereby to then-value of the extent such cost and expense is not covered by insurance proceedsBuilding.

Casualty Damage. 16.01 If all or any portion of the Premises or any part thereof shall be damaged becomes untenantable by fire or other casualtycasualty to the Premises (collectively a “Casualty”), or if all or any portion of the Building, including the Parking Facility, shall be made untenantable by fire or other casualty and Tenant’s use of or access to the Premises is materially interfered with as a result thereof, then Landlord shall, within 90 days following the date of the Casualty cause a licensed general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to substantially complete the repair and restoration of the Premises, any Common Areas necessary to provide access to the Premises and the Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) (“Completion Estimate”). If the Completion Estimate indicates that the Premises, any Common Areas necessary to provide access to the Premises or Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) cannot be made tenantable within 270 days from the date the repair is started, then either party shall give prompt have the right to terminate this Lease upon written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction other within 20 days after receipt of the Building shallCompletion Estimate, in Landlord’s sole opinionwhich event this Lease shall terminate 30 days thereafter. Further notwithstanding any contrary provision of this Section 16.01, be required (whether or not the Premises shall have been damaged by such casualty) or in the event that the Premises, Common Areas (but only to the extent it materially impacts Tenant’s use of or access to the Premises) or Parking Facility (but only to the extent it materially impacts Tenant’s use of or access to the Premises) have been materially damaged and there is less than two 1 year of the Term remaining on the date of the Casualty, then Tenant may elect to terminate this Lease by notifying Landlord in writing within 60 days after the date of the Casualty. In addition, Landlord, by notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Premises, the Common Areas and the Parking Facility have been materially damaged and there is less than 1 year of the Term remaining on the date of the Casualty and Tenant has not exercised its option to extend hereunder; (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable in excess of the “Landlord Contribution,” as a result of a casualty that term is defined below, be applied to the payment of the mortgage debt debt; or in (3) the event of any material uninsured loss damage is not fully covered by Landlord’s insurance policies (or by the insurance Landlord is required to carry hereunder), the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing amount of such termination within thirty shortfall (30including deductibles) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening exceeds 5% of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.replacement cost

Casualty Damage. If If, prior to the Premises or Closing, any part thereof shall be of the Improvements are damaged by fire or other casualtycasualty (collectively, Tenant "Casualty"), then: (i) the parties shall give prompt written notice thereof proceed to Landlord. In case close this transaction in accordance with the Building terms of this Agreement; (ii) at the Closing, CBL/OP shall be so damaged that substantial alteration or reconstruction receive a credit against the Purchase Price in an amount equal to the deductible under Property Owner's casualty insurance policy plus the amount of any proceeds received by Property Owner prior to Closing to the extent the same exceed costs of restoration and repair expended by Property Owner; and (iii) Property Owner shall, as part of the Building shallIntangible Property, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or assign to CBL/OP all of Property Owner's rights in the resulting casualty insurance proceeds; provided, however, that in no event there is less than two shall the sum of such credit for the deductible and the amount of the insurance proceeds assigned to CBL/OP pursuant to Clauses (ii) and (iii) hereinabove exceed the lesser of (1) the Purchase Price or (2) years the cost to complete the repair of the Lease Term remaining or Casualty following the Closing; provided, however, CBL/OP shall have no obligation to close with an assignment of casualty insurance proceeds unless Property Owner shall provide to CBL/OP a statement from the insurance company recognizing the casualty and the applicability of the insurance policy thereto and noting the insurance carrier's acknowledgement of the coverages set forth in the event Landlord’s mortgagee should require insurance policy to the particular casualty with no offsets, exclusions or denials of coverage and the assignability of the policy to the CBL/OP, and CBL/OP shall be reasonably satisfied that the insurance proceeds payable as a result of a casualty be applied are adequate to restore the damage, and if Property Owner fails to provide such statement from the insurance company by the Closing Date, and Property Owner is unwilling to escrow (on terms mutually satisfactory to the payment of parties) the mortgage debt or in amount required to restore the event of any material uninsured loss to the Buildingdamage, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus CBL/OP may elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, by written notice to Property Owner. If CBL/OP elects to terminate this Agreement under this Section 11.3, Escrow Agent or Oak Park Property Owner, as applicable, shall not require Landlord return the Letter of Credit or the Deposit, as applicable, to expend for such repair CBL/OP and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore neither party shall be have any further limited so that Landlord shall not be required to expend rights or obligations under this Agreement, except for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCBL/OP's Surviving Obligations.

Casualty Damage. If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof immediately notify Landlord in writing. During any period of time that all or a material portion of the Premises is rendered untenantable as a result of a fire or other casualty, the Rent shall xxxxx for the portion of the Premises that is untenantable and not used by Tenant, unless such casualty was caused by Tenant or Tenant Related Parties. Landlord shall have the right to Landlord. In case terminate this Lease if: (1) any part of the Building shall be so damaged that substantial alteration by fire or reconstruction of the Building shall, in Landlord’s sole opinion, be required other casualty (whether or not the Premises shall have has been damaged by such casualty) or in the event there is less than two damaged); (2) years of Landlord is not permitted by Law to rebuild the Lease Term remaining Building in substantially the same form as existed before the fire or in casualty; (3) the event Landlord’s mortgagee should require Premises have been damaged; (4) any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (5) a material uninsured loss to the Building, Building occurs. Landlord may, at may exercise its option, right to terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 30 days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience loss or annoyance damage to Tenant Tenant’s Property or injury to the business of Tenant resulting in any way from such damage the fire or the repair thereof, except that, subject to other casualty. Landlord and Tenant hereby waive the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and any Law relating to the extent matters addressed in this Article, and agree that their respective rights for damage to or destruction of the Premises are unfit for occupancyshall be those specifically provided in this Lease. If the Premises The provisions of this Lease, including this Article XVII, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any other portion part of the Premises, the Building, the Property is damaged by fee or other casualty resulting from the fault Project, and any Laws, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or negligence obligations concerning damage or destruction in the absence of Tenant an express agreement between the parties, and any similar or successor Laws now or hereinafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of Tenant’s agents, employees, or inviteesthe Premises, the rent hereunder shall not be diminished during Building or the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsProperty.

Casualty Damage. In the event of damage or destruction of the Premises by fire or any other casualty, this Lease shall not be terminated, but the Premises shall be promptly and fully repaired or restored, as the case may be, by Landlord at its own cost and expense in an amount not to exceed the amount of insurance proceeds available. Due allowance, however, shall be given for reasonable time required for adjustment and settlement of insurance claims, and for such other delays as may result from government restrictions, and controls on construction, if any, and for strikes, national emergencies and other conditions beyond the control of Landlord. It is agreed that in any of the aforesaid events, this Lease shall continue in full force and effect, but if the condition is such so as to make the entire Premises untenantable for practical use for Tenant's purposes, then the Rent which Tenant is obligated to pay hereunder shall xxxxx as of the date of the occurrence until the Premises have been fully and completely restored by Landlord. Any unpaid or prepaid Rent for the month in which said condition occurs shall be prorated. If the Premises are partially damaged or any part thereof destroyed but the Tenant can still make practical use of the balance of the Premises; then during the period that Tenant is deprived of the use of the damaged portion of said Premises, Tenant shall be required to pay Rent covering only that part of the Premises that it is able to occupy, based on that portion of total rent which the amount of square foot area remaining that can be occupied bears to the total square foot area of all the Premises covered by this Lease. In the event that twenty five per cent (25%) or more of the Premises are damaged or destroyed by fire or other casualtycasualty so as to be untenantable for practical use for Tenant's purposes and it shall require more than one hundred eighty (180) days for Landlord to substantially complete restoration of same as reasonably concurred on by Tenant, Tenant shall give prompt then either party hereto upon written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination delivered within thirty (30) days after of the date of such casualty. If Landlord does not thus elect fire or other casualty to the other party may terminate this Lease, Landlord in which case the Rent shall commence be apportioned and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant paid to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control date of Landlord) to substantially the same condition in which it was immediately prior to the happening of the said fire or other casualty. Notwithstanding Subject to the foregoing, Landlord’s obligation to restore the Buildingno compensation, and the improvements located within the Premisesor claim, if anyor diminution of Rent will be allowed or paid, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration by reason of all improvementsconsequential damages, including furnitureinconvenience, fixtures and equipmentannoyance, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to business, arising from the business necessity of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If repairing the Premises or any other portion of the Property is damaged by fee or other casualty resulting from Building of which they are a part, however the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsnecessity may occur.

Casualty Damage. (a) If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (i) the Building or the Complex shall be so damaged that substantial alteration or reconstruction of the Building Building, Complex or the Property shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty); (ii) or any Mortgagee's interest in the event there is less than two (2) years of Building, the Lease Term remaining Complex or in the event Landlord’s mortgagee should require Property requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of debt; (iii) there is any material uninsured loss to the Building, the Complex, the Property or any part thereof; Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 90 days after the date of such casualty; and may, at its option, not repair, reconstruct, or restore the Premises or the Building, whether or not the Premises have suffered from the casualty. If the Landlord estimates that it can repair the Shell Improvements (as hereinafter defined) within 360 days from receipt of all insurance proceeds, the Lease will continue unless otherwise terminated by Landlord as provided above. If Landlord does estimates that it cannot thus make the necessary repairs in 360 days from receipt of all insurance proceeds, it will advise Tenant of its estimate of how long the repairs will take and Tenant will have 30 days from Landlord's estimate to elect whether to terminate the Lease or not. If Tenant fails to terminate the Lease at that juncture, it cannot thereafter terminate the Lease in connection with the casualty, provided that Landlord is proceeding in good faith to repair, and provided that the repairs do not take longer than 60 days more than Landlord's estimate. Landlord's estimate of the length of time necessary to complete repairs shall be given to Tenant the later of: (i) 30 days after a written request from Tenant is received by Landlord; and (ii) 60 days after the occurrence of a casualty. However, if Landlord is prevented by force majeure ("Delays"), from completing the restoration within said applicable period, and if Landlord provides Tenant with written notice of such cause for the Delays within 15 days of the occurrence thereof, said notice to contain the reason for the Delays and a good faith estimate of the period of the delay caused thereby, then Landlord shall have an additional period beyond said applicable period, equal to the Delays in which to restore the damaged areas of the Building; and Tenant may not elect to terminate this Lease, Landlord shall commence and proceed Lease until said additional period required for completion has expired with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall Building not be responsible for delays not within the control of having been substantially restored. Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore 's restoration obligations shall be further limited so that Landlord shall not be required to expend for the repair Building shell and restoration of the improvements Shell Improvements located within in the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the Landlord's repairs described in the preceding two sentences have been substantially completed by Landlord, Tenant shall promptly complete the restoration of all improvementsimprovements to the Premises in excess of the Shell Improvements (including, including furniturewithout limitation, fixtures and equipmentall Tenant Improvements unless Landlord elects to restore any such Tenant Improvements, which restoration shall in all events be at the expense of Tenant) which are necessary to permit Tenant’s 's reoccupancy of the PremisesPremises and to restore the Premises to the condition immediately before such casualty or damage, in accordance with plans and specifications approved by Landlord and Tenant pursuant to the provisions applicable to Tenant Improvements. Except as set forth aboveLandlord shall have the right, all but not the obligation, to bid such work on behalf of Tenant and shall become Tenant's contractor in the event: (i) its bid is the low bid; or (ii) Landlord elects to match the low bid received by Tenant from any other qualified contractor. In any event Landlord shall have the right to approve any contractor Tenant selects to perform such work. Tenant shall also be responsible for the restoration of Tenant's furniture, equipment, and fixtures. All cost and expense of reconstructing the Premises to a level in excess of Shell Improvements shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In Landlord shall notify Tenant of the estimated repair period within ninety (90) days after the date of such casualty. However, in case the Building shall be so damaged that substantial alteration or reconstruction to the extent greater than fifty percent (50%) of the replacement value of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. If Landlord does not elect to terminate this Lease, but if more than seventy-five percent (75%) of the Premises shall have been damaged by such casualty and less than twelve (12) months shall remain in the term at the end of the estimated repair period, or if the repairs are estimated by Landlord to take more than nine (9) months to complete, then Tenant shall have the right to terminate this Lease by notifying Landlord in writing of such termination within thirty (30) days following receipt of Landlord’s notice of the estimated repair period. If neither Tenant nor Landlord thus elect elects to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, equipment which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except thatthat Rent shall be abated from the date of the damage or destruction for any portion of the Premises that is unusable by Tenant, subject which abatement shall be in the same proportion that the RSF in the Premises which is unusable by Tenant bears to the total RSF in the Premises; provided that Tenant shall not be entitled to any abatement of Rent if the damage or destruction in the Premises is restored within five (5) Business Days after Landlord’s receipt of written notice from Tenant of the occurrence of the damage or destruction. The provisions of this Lease, including this Paragraph 17, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the next sentencePremises, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises Building or any other portion of the Property Project, and any statute or regulation of the state in which the Project is damaged by fee located, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other casualty resulting from the fault statute or negligence of Tenant regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of Tenant’s agents, employees, or inviteesthe Premises, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost Building or any other portion of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsProject.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises Premises, or to the Common Areas necessary for access to and/or use of the Premises, resulting from any part thereof shall be damaged by fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written of Landlord’s reasonable estimate of the time required to substantially complete repair of such damage (the “Landlord Repairs”). If, according to such estimate, the Landlord Repairs cannot be substantially completed within 270 days after they are commenced, either party may terminate this Lease upon 60 days’ notice thereof to the other party delivered within 10 days after Landlord’s delivery of such estimate. In case Within 90 days after discovering any damage to the Building shall be so damaged that substantial alteration or reconstruction of the Building shallProject resulting from any Casualty, in Landlord’s sole opinionLandlord may, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last 12 months of such termination within thirty the Term; or (30v) days after any owner, other than Landlord, of any damaged portion of the date of such casualty. If Landlord Project does not thus elect intend to repair such damage; provided, however, that Landlord may not terminate this Lease pursuant to this sentence unless the Premises has been materially damaged or Landlord also exercises all rights it may have acquired as a result of the Casualty to terminate any other similarly situated leases of space in the Building. Tenant may terminate this Lease, by notice to Landlord shall commence within 30 days after receiving Landlord’s estimate of the time required to substantially complete the Landlord Repairs, if (a) the Casualty has occurred during the last 12 months of the Term and proceed with reasonable diligence to restore the Building, and the improvements located within has damaged a material portion of the Premises, if any, for which Landlord had financial responsibility and (b) such estimate indicates that the damage cannot reasonably be repaired within 60 days after Tenant’s receipt of such estimate. If this Lease is not terminated pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that this Section 11, Landlord shall not be responsible promptly and diligently perform the Landlord Repairs, subject to reasonable delays for delays not within insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the control of LandlordPremises (including any Tenant-Insured Improvements and trade fixtures) and the Common Areas necessary for access to the Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to or use of the Premises. Notwithstanding the foregoingSection 10.4, LandlordTenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s obligation insurance required under Section 10.2 with respect to restore the Buildingany Tenant-Insured Improvements and trade fixtures, and if the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair estimated or actual cost of restoring any Tenant-Insured Improvements and restoration work more than trade fixtures exceeds the insurance proceeds actually received by Landlord from Tenant’s insurance carrier, Tenant shall pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, constitute a constructive eviction, or excuse Tenant from any obligation hereunder; provided, however, that if the Landlord Premises or any Common Area necessary for Tenant’s access to or use of the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the casualty Premises is untenantable or inaccessible and Landlord’s obligation to restore is not used and occupied by Tenant for the conduct of business, Monthly Rent shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant abated in proportion to the Work Letter Agreement, more than the dollar amount rentable square footage of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy such portion of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises shall be destroyed or damaged by fire or any part thereof other casualty, Tenant shall be immediately give written notice of that occurrence to Landlord. In the event that any portion of the Project is damaged by fire or other casualty and if (a) such damage is such that Landlord cannot reasonably be expected to substantially complete the repairs which are within Landlord's Repair Obligations within two hundred forty (240) days after the date of the casualty, Tenant shall give prompt written notice thereof to (b) Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinionjudgment, be required elects not to repair or rebuild such damaged areas, or (c) less than one (1) year remains in the Lease Term at the time of any damage to the Project, then Landlord, at Landlord's sole option, shall have the right to terminate this Lease, regardless of whether or not the Premises shall have been damaged are affected by such casualty) or in . In such event, all Rent owed up to the time of termination shall be paid by Tenant to Landlord; and this Lease shall cease and come to an end as of the date of Landlord's written notice to Tenant regarding such termination. In the event there that (x) the Premises is less than rendered Untenantable by fire or any other casualty which is not caused by the fault or neglect of Tenant or any Tenant Related Parties; (y) such damage is such that Landlord cannot reasonably be expected to substantially complete the repairs within the Premises which are within Landlord's Repair Obligations within two hundred forty (2240) years days after the date of that casualty, as reasonably estimated by Landlord; and (z) Landlord has not terminated this Lease, then Tenant shall have the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied right to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination delivering written notice to Landlord within thirty (30) days after receipt of written notice of Landlord's estimate of the date time to complete Landlord's Repair Obligations relative to the Premises. If Tenant does not provide Landlord with notice of Tenant's termination election in the manner and within the time period specified in the preceding sentence, then Tenant shall be deemed to have irrevocably waived its right to terminate the Lease as a result of such casualty; and Landlord, in reliance upon Tenant's waiver of its termination right, shall proceed to make the repairs which are within Landlord's Repair Obligations. During any period of reconstruction or repair of the Premises, Tenant shall continue the operation of Tenant's business within the Premises to the extent practicable. During the period from the occurrence of a casualty which was not caused, in whole or in part, by Tenant or any Tenant related party, until the completion of the work within Landlord's Repair Obligations which is necessary to render the Premises tenantable, Rent shall be reduced to the extent that the Premises are unfit for the conduct of Tenant's Permitted Use of the Premises. If, however, the Premises or any portion of the Project is damaged by fire or other casualty resulting from the fault or negligence of Tenant or any Tenant Related Party, the Rent shall not be reduced during the repair of such damage. If neither Landlord does not thus elect nor Tenant elects, or has the right to elect, to terminate this LeaseLease as the result of such casualty, then Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant Premises to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control extent of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement's Repair Obligations. When the repairs described in the preceding two sentences sentence have been completed by Landlord, Tenant shall then complete the restoration of all improvements, including furniture, fixtures and equipment, leasehold improvements in excess of Landlord's Repair Obligations which are necessary to permit Tenant to re-occupy the Premises for the Permitted Use. Tenant’s reoccupancy 's restoration work shall be conducted in accordance with the provisions of Section 5.1 above. In no event shall Landlord have the obligation to expend for the restoration or repair of the Project an amount in excess of the insurance proceeds actually received by Landlord as a result of such casualty with the understanding that Landlord will purchase 100% current market replacement property insurance coverage for the Building including the Premises. Except , so long as set forth aboveavailable at commercially reasonable terms; and except for those repairs 1001 3rd Avenue South - Select Comfort Corporation - NNN (2016 v1.1) which are within Landlord's Repair Obligations, all cost costs and expense expenses of reconstructing restoring the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage any casualty or the repair thereof, except that, subject to or restoration work made necessary by the provisions occurrence of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedscasualty.

Casualty Damage. If In the event of damage to or destruction of the --------------- Leased Premises or any part thereof shall be damaged caused by fire or other casualty, Tenant shall give prompt written notice thereof or of the entrances and other common facilities necessary to Landlord. In case provide normal access to the Building shall be so damaged that substantial alteration Leased Premises, or reconstruction to other portions of the Building shallor its equipment which portions and equipment are necessary to provide services to the Leased Premises in accordance herewith, Landlord shall undertake to make repairs and restorations as hereafter provided, unless this Lease be terminated by Landlord or Tenant or unless any mortgagee which is entitled to receive casualty insurance proceeds fails to make available to Landlord a sufficient amount of such proceeds to cover the cost of such repairs and restoration. If (A) the damage is of such nature or extent, in Landlord’s 's sole opinionjudgment, that more than one hundred and eighty (180) consecutive days, after commencement of the work, would be required (whether with normal work crews and hours) to repair and restore the part of the Leased Premises or not the Building which has been damaged, or (B) a substantial portion of the Leased Premises shall have been or the Building is so damaged by such casualtythat, in Landlord's sole judgment, it is uneconomic to restore or repair the Leased Premises or the Building, as the case may be, or (C) or in the event there is less than two (2) years of remain on the Lease Term remaining or Term, Landlord shall so advise Tenant in the event Landlord’s mortgagee should require that case described in clauses (A) and (B) above, not later than ninety (90) days after the insurance proceeds payable as a result occurrence of a casualty be applied to the payment of the mortgage debt or such casualty, and in the event case of any material uninsured loss clause (C) above, promptly, and either party, in the case described in clause (A) above, or Landlord, in the case described in clauses (B) or (C) above, for a period of ten (10) days thereafter, shall have the right to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant written notice to the other, as of the date specified in writing of such notice, which termination within date shall be no later than thirty (30) days after the date of such notice. In the event of such fire or other casualty. If Landlord does , if this Lease is not thus elect terminated pursuant to terminate the terms of this LeaseSection 22, Landlord if sufficient casualty insurance proceeds are available for use for such restoration or repair, and if this Lease is then in full force and effect, Landlord, commencing not later than ninety (90) days following the occurrence of such casualty, shall commence proceed diligently and proceed with reasonable diligence continuously to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant Leased Premises to substantially its condition prior to the Work Letter Agreement attached hereto as Exhibit D (except occurrence of the damage, provided that Landlord shall not be responsible obligated to repair or restore any alterations, additions or fixtures which Tenant may have installed (whether or not Tenant has the right or the obligation to remove the same or is required to leave the same on the Leased Premises as of the expiration or earlier termination of this Lease) unless Tenant, in a manner satisfactory to Landlord, assures payment in full of all cost as may be incurred by Landlord in connection therewith. Landlord shall not insure any improvements or alterations to the Leased Premises in excess of those made pursuant to the Final Plans, or any fixtures, equipment or other property of Tenant. Tenant shall have the right, at its sole expense, to insure the value of leasehold improvements of Tenant made pursuant to Change Orders or otherwise made by Tenant in addition to Landlord's Work, fixtures, equipment or other property located in the Leased Premises, for delays not within the control purpose of Landlord) providing funds to Landlord to repair and restore the Leased Premises to substantially the same its condition in which it was immediately prior to the happening occurrence of the casualtydamage. Notwithstanding If there be any such alteration, fixtures or additions and Tenant does not assure or agree to assure payment of the foregoingcost of restoration or repair as aforesaid, Landlord’s obligation Landlord shall have the right to restore determine the Buildingmanner in which the Leased Premises shall be restored so as to be substantially as the Leased Premises existed prior to the damage occurring, as if such alterations, additions or fixtures had not then been made or installed. The validity and effect of this Lease shall not be impaired in any way by the improvements located failure of Landlord to complete repairs and restoration of the Leased Premises or of the Building within the Premisesone hundred eighty (180) consecutive days after commencement of work, even if any, for which Landlord had financial responsibility pursuant to in good faith notified Tenant that the Work Letter Agreementrepair and restoration could be completed within such period, shall not require provided that Landlord to expend for proceeds diligently with such repair and restoration; provided, further however that Landlord's portion of such restoration work more than shall be completed within three hundred sixty (360) days of the insurance proceeds actually received occurrence of such casualty. In the case of damage to the Leased Premises not caused by the negligence or other tortious acts of Tenant which is of a nature or extent that Tenant's continued occupancy is substantially impaired the Annual Fixed Rent otherwise payable by Tenant hereunder shall be equitably abated or adjusted for the duration of such impairment. Anything to the contrary in this Lease notwithstanding, expressed or implied, Landlord shall have no liability to Tenant for and shall have no duty to repair, replace or restore any damage whatsoever, occurring as a result of leakage or seepage of water or any other liquid from any source whatsoever, or breakage of any pipes, mains or other plumbing located in or about the casualty Building, or snow, frost, steam, excessive heat or cold, falling plaster, sewage, gas, odors, noise, or by air conditioning or heating apparatus, provided, however, Landlord shall repair, replace and Landlord’s obligation restore all damage to restore the Building structure, systems and fixtures. Tenant shall be further limited so that Landlord shall not be required responsible to expend for the insure and/or repair all of Tenant's leasehold improvements and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furnitureequipment, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of personal property located in the Leased Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (other than trade fixtures), or to any part thereof shall be damaged by Common Area or portion of the Base Building necessary for access to or tenantability of the Premises, resulting from any fire or other casualtycasualty (a “Casualty”), Landlord shall notify Tenant shall give prompt written notice thereof to of Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction ’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the Landlord Repairs cannot be substantially completed within 270 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s sole opiniondelivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its optionare affected, terminate this Lease by notifying Tenant in writing if (i) any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s property is not fully covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally, or (iv) the damage occurs during the last 12 months of such termination within thirty (30) days after the date of such casualtyTerm. If Landlord does not thus elect to Tenant may terminate this Lease, by notifying Landlord shall commence within 30 days after receiving Landlord’s estimate of the time required to substantially complete the Landlord Repairs, if (a) the Casualty has occurred during the last 12 months of the Term and proceed with reasonable diligence to restore the Building, and the improvements located within has damaged a material portion of the Premises, if any, for which Landlord had financial responsibility and (b) such estimate indicates that the damage cannot reasonably be repaired within 60 days after Tenant’s receipt of such estimate. If this Lease is not terminated pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that this Section 10, Landlord shall not be responsible promptly and diligently perform the Landlord Repairs, subject to reasonable delays for delays not within insurance adjustment and other events of Force Majeure. The Landlord Repairs shall restore the control Premises (other than trade fixtures) and any Common Area or portion of Landlord) the Base Building necessary for access to or tenantability of the Premises to substantially the same condition in which it was immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the happening Common Areas that are deemed desirable by Landlord, are consistent with the character of the casualtyProject, and do not materially impair access to or tenantability of the Premises. Notwithstanding Section 9.4, Tenant shall assign to Landlord (or its designee) all insurance proceeds payable to Tenant under Tenant’s insurance required under Section 9.2 with respect to any Tenant-Insured Improvements (the foregoing, Landlord’s obligation to restore the Building“Assigned Tenant Proceeds”), and if the improvements located within estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually Assigned Tenant Proceeds received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete pay such excess to Landlord (the “Tenant Excess”) within 15 days after Landlord’s demand. In no event shall Landlord be required to spend more for the restoration of all improvementsany Tenant-Insured Improvements than the applicable Assigned Tenant Proceeds and Tenant Excess (if any) actually received by Landlord. No Casualty and no restoration performed as required hereunder shall render Landlord liable to Tenant, including furnitureconstitute a constructive eviction, fixtures or excuse Tenant from any obligation hereunder; provided, however, that if the Premises (other than trade fixtures) or any Common Area or portion of the Base Building necessary for access to or tenantability of the Premises is damaged by a Casualty, then, during any time that, as a result of such damage, any portion of the Premises is inaccessible or untenantable and equipmentis not occupied by Tenant, which are necessary Monthly Rent shall be abated in proportion to permit Tenant’s reoccupancy the rentable area of such portion of the Premises. Except as set forth above, all cost and expense ; provided that if a portion of reconstructing the Premises is damaged such that the remaining portion thereof is not sufficient to allow Tenant to conduct its business operations from such remaining portion, Tenant shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory entitled to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution total abatement of Rent during the time and to the extent the Premises are unfit for occupancyoccupancy for the purposes permitted by this Lease and are not occupied by Tenant. If the Premises 11 NONWAIVER. No provision hereof shall be deemed waived by either party unless it is waived by such party expressly and in writing, and no waiver of any breach of any provision hereof shall be deemed a waiver of any subsequent breach of such provision or any other portion provision hereof. Landlord’s acceptance of the Property is damaged by fee or Rent shall not be deemed a waiver of any preceding breach of any provision hereof, other casualty resulting from the fault or negligence of Tenant or any of than Tenant’s agentsfailure to pay the particular Rent so accepted, employees, or invitees, regardless of Landlord’s knowledge of such preceding breach at the rent time of such acceptance. Any acceptance by Landlord of payment of less than the full amount of Rent due hereunder shall not be diminished during deemed a waiver of Landlord’s right to receive the repair full amount of such damage Rent due and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby applied first to the extent oldest Rent obligation then due and next to any current Rent obligation then due, in each case notwithstanding any statement to the contrary contained on or accompanying such cost and expense is not covered payment from Tenant. No receipt of monies by insurance proceedsLandlord from Tenant after the giving of any notice, the commencement of any suit, the issuance of any final judgment, or the termination hereof shall affect such notice, suit or judgment, or reinstate or extend the Term or Tenant’s right of possession hereunder.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (a) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such the casualty); or (b) Landlord is not permitted to rebuild the Building in substantially the same form as it existed before the damage; or in (c) the event there is less than Premises shall be materially damaged by casualty during the last two (2) years of the Lease Term remaining Term; or in the event Landlord’s (d) any mortgagee should require requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in (e) the event of any material uninsured loss to the Building, damage is not covered by insurance maintained by Landlord; then Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 90 days after the date casualty, give notice to Tenant of such casualtyLandlord’s election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. If Landlord does not thus elect to terminate this LeaseLease in accordance with the preceding sentence, or if the Premises or Building are partially damaged (i.e., damage that does not require substantial reconstruction of the Building, and Landlord determines that the restoration can be completed within 12 months of the casualty), Landlord shall commence and proceed with reasonable diligence to restore the Building, Building and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition they were in which it was immediately prior to the happening of before the casualty. Notwithstanding the foregoingHowever, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for restore any unleased premises in the Building or any portion of Tenant’s property, and Landlord’s obligation to repair and restoration of or restore the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant Premises shall be limited to the Work Letter Agreement, more than extent of insurance proceeds actually received by Landlord due to the dollar amount of the Allowance, if any, described in the Work Letter Agreementcasualty and shall not include any improvements or alterations performed by Tenant. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except If this Lease is not terminated as set forth above, all cost if Landlord fails to fully complete such repair or restoration within twelve (12) months from the date of such damage (such restoration period shall be extended due to Unavoidable Delays as defined in Section 29), then in such event, Tenant, as its sole and expense exclusive remedy, may terminate this Lease upon thirty (30) days prior written notice to Landlord. Rent shall xxxxx in proportion to the portion of reconstructing the Premises shall be borne not usable by TenantTenant as a result of any casualty resulting in damage to the Building, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration as of the Premisesdate on which the Premises becomes unusable until the date the Premises are rendered tenantable for the Permitted Use. Landlord shall not otherwise be liable to Tenant for any inconvenience or annoyance to Tenant or injury to the Tenant’s business of Tenant resulting in any way from such the damage or the repair thereofrepairs, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, sole remedy being the rent hereunder shall not be diminished during the repair right to an abatement of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsRent.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged such that substantial alteration or reconstruction of the Building shallshell, in Landlord’s 's sole opinion, be is required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years any mortgagee of the Lease Term remaining or in the event Landlord’s mortgagee 's should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty ninety (3090) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, Building shell and the improvements Shell Improvements located within on the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (; except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend spend for such repair and restoration work more than an amount in excess of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementcasualty. When the repairs described in the preceding two sentences sentence have been completed by Landlord, Tenant Landlord shall then complete the restoration of all improvements, including furniture, fixtures and equipment, improvements in excess of the Shell Improvements which are necessary to permit Tenant’s 's reoccupancy of the PremisesPremises (including the installation of acoustical ceiling tile) pursuant to the final working drawings and specifications approved by Landlord pursuant to the Work Letter ("Improvements Restoration"). Landlord shall not be obligated to expend for the completion of the Improvements Restoration a sum in excess of a dollar amount equal to the dollar amount, if any, of the "Allowance" ("Reconstruction Allowance"). Except as set forth abovefor the Reconstruction Allowance, all cost and expense of reconstructing completing the Premises Improvements Restoration shall be borne by Tenant and the amount of such excess, as determined by Landlord, is herein referred to as the "Reconstruction Excess". Fifty percent (50%) of the Reconstruction Excess (as then estimated by Landlord) shall be paid by Tenant to Landlord, in cash, prior to commencement of the Improvements Restoration. After substantial completion of the Improvements Restoration, but prior to reoccupancy of the Premises by Tenant, and Tenant shall present Landlord with evidence satisfactory pay Landlord, in cash, an amount equal to ninety percent (90%) of the then unpaid balance of the Reconstruction Excess (as then estimated by Landlord). As soon as a final accounting can be prepared and submitted to Tenant, Tenant shall pay Landlord, in cash, the entire unpaid balance of the Reconstruction Excess, based on Landlord's final cost. Each increment of the Reconstruction Excess payable by Tenant to Landlord shall be paid by Tenant within ten (10) days after a written request therefore by Landlord to Tenant. Tenant shall not be entitled to receive any credit or payment with respect to any portion of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and the Reconstruction Allowance not actually spent upon restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, and provided that cash in the amount of each increment of the Reconstruction Excess shall have been paid to Landlord by Tenant within ten (10) days after a written request therefor by Landlord to Tenant, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If occupancy (based upon that portion of Base Rental applicable to the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agentsPremises subject to such casualty); provided, employees, or inviteeshowever, the rent hereunder Premises shall not be diminished during considered unfit for occupancy at any time that (i) such of the repair Improvements Restoration has been completed so as to permit occupancy as evidenced by the issuance of such damage and Tenant shall be liable to Landlord a Certificate of Occupancy or its equivalent for the cost Premises by the appropriate governmental entity having jurisdiction over the Premises for the purpose of issuing such certificate, or (ii) if no such certificate can be issued by any appropriate governmental entity under applicable laws, ordinances, or regulations, at such time as the repair Improvements Restoration have been substantially completed and restoration of the Property caused thereby tendered to the extent such cost and expense is not covered by insurance proceedsTenant.

Casualty Damage. If In the event of damage to or destruction of the --------------- Demised Premises or any part thereof shall be damaged caused by fire or other casualty, Tenant shall give prompt written notice thereof or any such damage or destruction to Landlord. In case the Building or the facilities necessary to provide services and normal access to the Demised Premises in accordance herewith, Landlord shall be so damaged that substantial alteration undertake to make repairs and restorations with reasonable diligence as hereinafter provided, unless this Lease has been terminated by Landlord or reconstruction Tenant as hereinafter provided or unless any mortgagee which is entitled to receive d\casualty insurance proceeds fails to make available to Landlord a sufficient amount of such proceeds to cover the Building shallcost of such repairs and restoration. If (i) the damage is of such nature or extent that, in Landlord’s sole opinion's and Tenant's reasonable judgment, more than ninety (90) days would be required (whether or not with normal work crews and hours) to repair and restore the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years part of the Lease Term remaining Demised premises or building which has been damage, or (ii) the Demised Premises or the Building is so damaged that, in Landlord's reasonable judgment, it is uneconomical to restore or repair the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt Demised Premises or in the event of any material uninsured loss to the Building, as the case may be, or (iii) less than one (1) year then remains on the current Lease Term, Landlord mayshall so advise Tenant promptly, at its optionand either party, in the cases described in clauses (i) and (iii) above, or Landlord, in the case described in clause (ii) above, within thirty (30) days after any such damage or destruction shall have the right to terminate this Lease by notifying Tenant written notice to the other, as of the date specified in writing of such notice, which termination within date shall be no later than thirty (30) days after the date of such casualtynotice. If Landlord does In the event of fire or other casualty damage, provided this Lease is not thus elect terminated pursuant to terminate the terms of this Leaseparagraph and is otherwise in full force and effect, Landlord shall commence and proceed with reasonable diligence diligently to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Demised Premises to substantially the same its condition in which it was immediately prior to the happening occurrence of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesdamage. Landlord shall not be liable for obligated to repair or restore andy alterations, additions, fixtures or equipment which Tenant may have installed (whether or not Tenant has the right or the obligation to remove the same or is required to leave the same on the Demised Premises as of the expiration or earlier termination of this Lease) unless Tenant in a manner satisfactory to Landlord, assures payment in full of all costs as may be incurred by Landlord in connection therewith. Tenant shall, at its sole expense, insure the value of its leasehold improvements, fixtures, equipment and personal property located in or on the Demised Premises. If there are any inconvenience such alterations, fixtures or annoyance additions and Tenant does not assure or agree to Tenant or injury assure payment of the cost of restoration of repair as aforesaid, Landlord shall have the right to restore the Demised Premises to substantially the same conditions as existed prior to the business damage excepting such alterations, additions or fixtures. The validity and effect of Tenant resulting this Lease shall not be impaired in any way from such damage or by the repair thereof, except that, subject failure of Landlord to the provisions complete repairs and restoration of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Demised Premises or any other portion of the Property is damaged by fee or other casualty resulting from Building within ninety (90) days after commencement of the fault or negligence of work, even if Landlord had in good faith notified Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of that the repair and restoration could be completed within such period, provided that Landlord proceeds diligently with such repair and restoration and provided, further, that in the event andy such repairs delay Tenant from resuming its business at the Demised Premises for more than one hundred twenty (120) days after the date of casualty, for any reason, Tenant may terminate this Lease by giving written notice thereof to Landlord. In the case of damage to the Demised Premises which is of a nature or extent that Tenant's continued occupancy of all or a part of the Property caused thereby Demised Premises is substantially impaired to the extent extend that Tenant cannot conduct its business therein, then the Fixed Rent and Additional Rent otherwise payable by Tenant hereunder shall be equitably abated or adjusted from the date of such cost and expense is not covered by insurance proceedscasualty throughout the duration of such impairment.

Casualty Damage. 18.1 If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof immediately notify Landlord in writing. During any period of time that all or a portion of the Premises is rendered untenantable as a result of a fire or other casualty, the Rent shall xxxxx for the portion of the Premises that is untenantable and not used by Tenant. Landlord shall have the right to Landlord. In case terminate this Lease if: (1) the Building Property or the Premises shall be damaged so damaged that that, in Landlord’s reasonable judgment, substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, Property not covered by insurance (exclusive of deductibles) shall be required (whether or not the Premises shall has been damaged) and Landlord is therefore terminating all leases in the Building (provided, that if Landlord failed to carry the insurance required under this Lease, and such insurance would have covered the damage this subsection (1) is not applicable); (2) Landlord is not permitted by Law to rebuild the Property or the Premises in substantially the same form as existed before the fire or casualty (in which event Tenant may also terminate this Lease); (3) the Premises have been materially damaged by such casualty) or in the event and there is less than two (2) 2 years of the Lease Term remaining or in on the event date of the casualty (provided, that if there are any unexercised options to renew remaining, Tenant has the right to invalidate such termination under this subsection (4) if Tenant exercises such option to renew within 90 days from notice of Landlord’s mortgagee should require intent to terminate); or (4) any Mortgagee requires that the such insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or and Landlord is therefor terminating all the Leases in the event of any material uninsured loss Building. Landlord may exercise its right to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 90 days after the date of such the casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to repair and restore the Building, Premises and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Leasehold Improvements constructed by Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more Other than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience loss or annoyance damage to Tenant Tenant’s Property or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee fire or other casualty resulting or from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby damage. Landlord and Tenant hereby waive the provisions of any Law relating to the extent such cost matters addressed in this Article, and expense is not covered by insurance proceeds.agree that their respective rights for damage to or destruction of the Premises shall be those specifically provided in this Lease. ZYMOGENETICS 1144 EASTLAKE LEASE PAGE 24 FEBRUARY 29, 2008

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s 's sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s 's mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease Lease, by notifying Tenant in writing of such termination within thirty SIXTY (3060) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D EXHIBIT E (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s 's obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s 's agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds. NOTWITHSTANDING ANYTHING IN THIS ARTICLE 18 TO THE CONTRARY, IF ALL OR ANY PORTION OF THE PREMISES SHALL BE MADE UNTENANTABLE BY A FIRE OR OTHER CASUALTY, LANDLORD SHALL WITH REASONABLE PROMPTNESS, CAUSE AN ARCHITECT OR GENERAL CONTRACTOR SELECTED BY LANDLORD TO ESTIMATE 20 THE AMOUNT OF TIME REQUIRED TO SUBSTANTIALLY COMPLETE REPAIR AND RESTORATION OF THE PREMISES AND MAKE THE PREMISES TENANTABLE AGAIN, USING STANDARD WORKING METHODS (THE "COMPLETION ESTIMATE"). IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CANNOT BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS FROM THE DATE THE REPAIR AND RESTORATION IS STARTED, EITHER PARTY SHALL HAVE THE RIGHT TO TERMINATE THIS LEASE BY GIVING WRITTEN NOTICE TO THE OTHER OF SUCH ELECTION WITHIN TEN (10) DAYS AFTER ITS RECEIPT OF THE COMPLETION ESTIMATE. TENANT, HOWEVER, SHALL NOT HAVE THE RIGHT TO TERMINATE THIS LEASE IN THE EVENT THAT THE FIRE OR CASUALTY IN QUESTION WAS CAUSED BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF TENANT. IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CAN BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS FROM THE DATE THE REPAIR AND RESTORATION IS STARTED AND LANDLORD HAS NOT OTHERWISE EXERCISED ITS RIGHT TO TERMINATE THE LEASE PURSUANT TO THE TERMS HEREOF, OR IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CANNOT BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS, BUT NEITHER PARTY TERMINATES THIS LEASE PURSUANT TO THIS ARTICLE 18, LANDLORD SHALL PROCEED WITH REASONABLE PROMPTNESS TO REPAIR AND RESTORE THE PREMISES.

Casualty Damage. If If, prior to the Premises or Closing, any part thereof shall be of the Improvements are damaged by fire or other casualtycasualty (collectively, Tenant "Casualty"), as promptly as possible after Property Owner learns of such Casualty, Property Owner shall give prompt deliver to CBL/OP written notice thereof ("Casualty Loss Notice") together with Property Owner's determination as to whether the damage constitutes a "Material Damage" (as defined below). For the purposes of this Section 11.3, "Material Damage" shall mean damage to the Improvements which is of such nature that the cost of restoring the Improvements to their condition prior to the Casualty will, in Property Owner's reasonable determination as provided in the Casualty Loss Notice, exceed Two Million Dollars ($2,000,000), whether or not such damage is covered by insurance. If, prior to the Closing, the Improvements sustain Material Damage by a Casualty, CBL/OP may, at CBL/OP's option, terminate this Agreement by delivering written notice thereof to Landlord. In case Property Owner and Escrow Agent within the Building shall be so damaged that substantial alteration or reconstruction earlier of (a) 10 Business Days after CBL/OP's receipt of the Building shall, in Landlord’s sole opinion, be required Casualty Loss Notice or (whether or not b) the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancyClosing Date. If the Premises or any other portion of the Property is Improvements are damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employeesa Casualty which is not a Material Damage, or inviteesif CBL/OP fails to deliver written notice of termination within the time period set forth hereinabove for a Material Damage, then: (i) the rent hereunder parties shall not be diminished during proceed to close this transaction in accordance with the repair terms of such damage and Tenant this Agreement; (ii) at the Closing, CBL/OP shall be liable to Landlord for receive a credit against the cost of the repair and restoration of the Property caused thereby Total Consideration in an amount equal to the extent such cost and expense is not covered by insurance proceeds.deductible under

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case (i) Landlord will not be permitted by applicable law to rebuild the Building shall be so damaged that substantial alteration in substantially the same form as existed prior to the fire or reconstruction of the Building shallcasualty, in Landlord’s sole opinion, be required or (whether or not ii) the Premises shall have has been materially damaged by such casualty) or in the event and there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable (as a result of a casualty be applied to the payment extended by any Extension Terms exercised as of the mortgage debt date of the casualty) remaining on the date of such casualty, or in the event of (iii) there shall occur any material uninsured loss to the Building, either (x) Landlord or (y) provided the damage did not result by reason of any willful misconduct of Tenant or any of its invitees, agents, employees, contractors or licensees, Tenant, may, at its option, terminate this Lease by notifying Tenant the other party in writing of such termination within thirty (30) days after the date of such casualty; provided, however, that if Tenant exercises any then remaining Extension Term within such thirty (30) day period, then Landlord shall not have the right to terminate this Lease under (ii) above as a result of such casualty, and any notice of termination theretofore given by Landlord shall be void. Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's or Tenant's termination notice (which shall be no less than ninety (90) days after the date of such notice), with respect to any portion of the Premises that remained tenantable. If neither Landlord does not thus elect nor Tenant elects to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, Building and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) Premises to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, Building and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, Leasehold Improvements shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty or which would have been received had Landlord continued in full force and effect the insurance required of Landlord hereunder. Further, any proceeds of insurance received by Landlord’s obligation to restore 's mortgagee or ground lessor shall be further limited so that deemed received by Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant purposes hereof. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration 's re-occupancy of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, that Landlord shall allow Tenant a fair diminution of Rent on a per diem basis (based on the ratio of the square foot area of the untenantable portion of the Premises to the total square foot area of the Premises) during the time and to the extent any damage to the Premises are unfit or the means of access thereto causes the Premises to be rendered untenantable and not used by Tenant except to the extent provided in the case of a Tenant Caused Casualty (below defined). Such diminution of Rent shall continue until the first to occur of (i) resumption of use and occupancy by Tenant of the damaged portion for occupancythe conduct of its business operations thereon or (ii) the last to occur of (x) substantial completion by Landlord of its repair and restoration of the Premises or (y) substantial completion by Tenant of its repair and restoration, not to exceed however under this subsection (y) ninety (90) days following the date of substantial completion by Landlord of its repairs and restoration. If In the case of damage or destruction affecting less than the entire Premises but rendering Tenant unable to reasonably conduct its business in the remaining undamaged portion, then any abatement of rent to which Tenant shall be entitled hereunder shall be extended to the entire Premises. Notwithstanding the foregoing, if the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or inviteesTenant Related Parties (herein a "Tenant Caused Casualty"), the rent Rent hereunder shall not be diminished during any period during which the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby Premises, or any portion thereof, is untenantable (except to the extent such cost Landlord is or would be entitled to be reimbursed by the proceeds of any rental interruption insurance either carried by Landlord or which is generally available to commercial landlords owning large modern office buildings within the Washington, D.C. metropolitan area). Landlord and expense is not covered by insurance proceedsTenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a “Casualty”), Landlord, but in no event later than 45 days following the date of Casualty, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days from the date the repair is started, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 Business Days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by notice to Tenant within 90 days after the Building shall be so damaged that substantial alteration or reconstruction date of the Building shallCasualty, in Landlord’s sole opinion, be required shall have the right to terminate this Lease if: (whether or not 1) the Premises shall have been materially damaged by such casualty) or in the event and there is less than two 2 years of the Term remaining on the date of the Casualty; (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (3) a material uninsured loss to the BuildingBuilding or Premises occurs. In addition to Landlord’s right to terminate as provided herein, Landlord may, at its option, Tenant shall have the right to terminate this Lease if: (a) a substantial portion of the Premises has been damaged by notifying Tenant in writing Casualty and such damage cannot reasonably be repaired within 60 days after receipt of the Completion Estimate; (b) there is less than 1 year of the Term remaining on the date of such termination Casualty; (c) the Casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (d) Tenant provides Landlord with written notice of its intent to terminate within thirty (30) 60 days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCasualty.

Casualty Damage. (a) If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (i) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty); (ii) or any Mortgagee’s interest in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require Property requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of debt; (iii) there is any material uninsured loss to the BuildingProperty, Landlord may, at its option, option (y) terminate this Lease by notifying Tenant in writing of such termination within thirty (30) 90 days after the date of such casualty; and (z) not repair, reconstruct, or restore the Premises or the Building, whether or not the Premises have suffered from the casualty. If the Landlord estimates that it can repair the Premises, excluding Tenant Improvements therein, (“Landlord Restoration Work”) within 360 days from receipt of all insurance proceeds, the Lease will continue unless otherwise Terminated by Landlord as provided above. Landlord’s estimate of the length of time necessary to complete repairs shall be given to Tenant the later of: (i) 30 days after a written request from Tenant is received by Landlord; and (ii) 60 days after the occurrence of a casualty. If Landlord does is prevented by force majeure (“Delays”), from completing Landlord’s Restoration Work within said applicable period, and if Landlord provides Tenant with written notice of such cause for the Delays within 15 days of the occurrence thereof, said notice to contain the reason for the Delays and a good faith estimate of the period of the delay caused thereby, then Landlord shall have an additional period beyond said applicable period, equal to the Delays in which to restore the damaged areas of the Building. In such event, Tenant may not thus elect to terminate this Lease, Landlord shall commence and proceed Lease until said additional period required for completion has expired with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall Building not be responsible for delays not within the control of Landlord) to having been substantially the same condition in which it was immediately prior to the happening of the casualtyrestored. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant shall be limited to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than extent of the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore restoration obligations shall be further limited so that Landlord shall not be required to expend for the repair Building shell and restoration of the improvements Shell Improvements located within in the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the Landlord’s repairs described in the preceding two sentences have been completed by Landlordsubstantially completed, Tenant shall promptly complete the restoration of all improvementsimprovements to the Premises in excess of Landlord’s Restoration Work (including, including furniturewithout limitation, fixtures and equipmentall Tenant Improvements unless Landlord elects, which are at Tenant’s expense, to restore any such Tenant Improvements) necessary to permit Tenant’s reoccupancy of the PremisesPremises and to restore the Premises to the condition immediately before such casualty or damage, in accordance with plans and specifications approved by Landlord and Tenant. Except as set forth aboveLandlord shall have the right to approve any contractor Tenant selects to perform such work. Tenant shall also be responsible for the restoration of Tenant’s furniture, all equipment, and fixtures. All cost and expense of reconstructing the Premises to a level in excess of that at the execution of this Lease shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. 16.01. If all or any portion of the Premises becomes untenantable or inaccessible by fire or other casualty to the Premises or the Common Areas (collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate (“Completion Estimate”) of the amount of time required, using standard working methods, to substantially complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Landlord’s Restoration Work”). Landlord shall promptly forward a copy of the Completion Estimate to Tenant. If (a) the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within 270 days (or, in the case of a major Casualty affecting more than just the Building [such as, for example, a hurricane], 365 days) from the date the repair is started or (b) the Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after Tenant’s receipt of the Completion Estimate, in the case of clause (a), and within 90 days after the date of the Casualty, in the case of clause (b). Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or willful misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by written notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Property or the Building shall be damaged so damaged that that, in Landlord’s reasonable judgment, substantial alteration or reconstruction of the Property or the Building shall, in Landlord’s sole opinion, (as applicable) shall be required (whether or not the Premises shall have has been damaged by such casualty) or in the event there is less than two damaged); (2) years of Landlord is not permitted by Law to rebuild the Lease Term remaining Property or the Building in substantially the event Landlord’s mortgagee should require same form as existed before the fire or casualty; (3) any Mortgagee requires that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt; or in the event of any (4) a material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Building or Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsoccurs.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable by fire or other casualty to the Premises (collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required using standard working methods to Substantially Complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises or any part thereof Common Areas necessary to provide access to the Premises cannot be made tenantable within two hundred seventy (270) days from the date of Casualty, then either party shall be damaged by fire or other casualty, Tenant shall give prompt have the right to terminate this Lease upon written notice thereof to Landlordthe other within 10 days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In case addition, Landlord, by notice to Tenant within 90 days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and there is less than one (1) year of the Term remaining on the date of the Casualty; (2) the Building shall has been materially damaged and any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; (3) a material uninsured loss to the Building or Premises occurs; or (4) such portion of the Building has been so damaged so that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether and, in each case, provided Landlord terminates the leases of all other similarly situated tenants in the Building taking into account commercially relevant factors, including the remaining terms of the leases. If the entire Premises or not any Common Area necessary to provide access to the Premises is not restored and available for Tenant’s occupancy within one (1) year from the date of Casualty, then Tenant shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied right to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination upon written notice to Landlord. Tenant, upon written notice given to Landlord within thirty ninety (3090) days after the date of such casualty. If Landlord does not thus elect the Casualty, shall have the right to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, Lease if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, materially damaged and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration there is less than one (1) year of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to Term remaining on the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions date of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceedsCasualty.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case (i) the Building shall be so damaged that in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, shall be required (whether or not the Premises shall have has been damaged by such casualty), (ii) Landlord will not be permitted by applicable law to rebuild the Building in substantially the same form as existed prior to the fire or in the event casualty, or (iii) Material Damage (below defined) has occurred and there is less than two one (21) years year of the Lease Term remaining or in on the event Landlord’s mortgagee date of such casualty, (iv) any Mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt debt, or in the event of (v) any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty forty-five (3045) days after the date of such casualty. If In addition, provided an Event of Default shall not then be continuing, in the event the Premises has suffered Material Damage and either (x) there is less than one (1) year of the Lease Term remaining on the date of such casualty or (y) there shall require more than four (4) months for Landlord to complete Landlord's completion of repairs or restoration required of Landlord following the date of the fire or casualty, then and in either such event Tenant also shall be entitled to terminate this Lease by notifying Landlord in writing of such termination, within forty-five (45) days after the date of such casualty (in the case of (x) above) or within fifteen (15) days after the date of Landlord's estimate (which shall be provided by Landlord no later than forty-five days following the casualty) to Tenant of the time reasonably anticipated to be required to complete the requisite repairs and restorations (in the case of (y) above). Such termination shall be effective as of the date of fire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, or, if applicable, Tenant's notice, with respect to any portion of the Premises that remained tenantable. However, no portion of the Premises shall be deemed to be tenantable in the event by reason of the damage to the remaining portion of the Premises Tenant is unable to reasonably conduct its business therein and Tenant actually does not thus conduct business within such undamaged portion of the Premises. If Landlord, or if applicable, Tenant, does not does not elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building (provided that Landlord shall not be required to restore any unleased premises in the Building, ) and the improvements Leasehold Improvements (but excluding any improvements, alterations or additions made by Tenant in violation of this Lease) located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) has insured to substantially the same condition they were in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s 's obligation to restore the Building, and the improvements located within the PremisesLeasehold Improvements, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord (plus the deductible maintained by Landlord) as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant casualty. When repairs to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all improvements, including furniture, fixtures and equipment, which are Tenant's Property necessary to permit Tenant’s 's reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s 's ability to pay such costs prior to Landlord’s 's commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancycauses the Premises to be rendered untenantable and not used by Tenant. If the Premises or any other portion of the Property Building is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or inviteesTenant Related Parties, the rent Rent hereunder shall not be diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damage any rental interruption insurance), and Tenant shall be liable to Landlord for the cost of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If the Premises or any part thereof common areas of the Building providing access thereto shall be damaged by fire or other casualty, Tenant Landlord shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the use available insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord same. Such restoration shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was immediately prior to the happening of casualty, except for modifications required by zoning and building codes and other Laws or by any Holder (as defined in Article 24), any other modifications to the casualty. Notwithstanding common areas deemed desirable by Landlord (provided access to the foregoing, Landlord’s obligation to restore the BuildingPremises is not materially impaired), and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so except that Landlord shall not be required to expend for the repair and restoration or replace any of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including Tenant's furniture, furnishings, fixtures and or equipment, which are necessary to permit Tenant’s reoccupancy or any alterations or improvements in excess of any work performed or paid for by Landlord under any separate agreement signed by the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premisesparties in connection herewith. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to the Tenant's business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence. However, Landlord shall allow Tenant a fair diminution proportionate abatement of Rent during the time and to the extent the Premises are unfit for occupancyoccupancy for the purposes permitted under this Lease and not occupied by Tenant as a result thereof (unless Tenant or its employees or agents caused the damage). If Notwithstanding the Premises foregoing to the contrary, Landlord may elect to terminate this Lease by notifying Tenant in writing of such termination within sixty (60) days after the date of damage (such termination notice to include a termination date providing at least ninety (90) days for Tenant to vacate the Premises), if the Building or any other portion of the Property is Complex shall be materially damaged by fee Tenant or its employees or agents, or if the Building shall be damaged by fire or other casualty resulting from or cause such that: (a) repairs to the fault Premises and access thereto cannot reasonably be completed within one hundred and twenty days (120) after the casualty without the payment of overtime or negligence other premiums, (b) more than twenty-five percent (25%) of Tenant the Premises is affected by the damage, and fewer than twenty-four (24) months remain in the Term, or any material damage occurs to the Premises during the last twelve (12) months of Tenant’s agentsthe Term, employees(c) any Holder (as defined in Article 24) shall require that the insurance proceeds or any portion thereof be used to retire the Mortgage debt (or shall terminate the ground lease, as the case may be), or inviteesthe damage is not fully covered by Landlord's insurance policies, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for or (d) the cost of the repair and repairs, alterations, restoration or improvement work would exceed twenty-five percent (25%) of the Property caused thereby replacement value of the Building, or the nature of such work would make termination of this Lease necessary or convenient. Tenant agrees that Landlord's obligation to restore, and the abatement of Rent provided herein, shall be Tenant's sole recourse in the event of such damage, and waives any other rights Tenant may have under any applicable Law to terminate the Lease by reason of damage to the extent such cost and expense is not covered by insurance proceedsPremises, the Building or the Complex. Tenant acknowledges that this Article represents the entire agreement between the parties respecting damage to the Premises, the Building or the Complex.

Casualty Damage. If During the term hereof, if the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, shall be required (whether or not the Premises shall have been damaged by such fire or other casualty), (i) if such damage cannot be repaired within ninety (90) days thereafter, as reasonably determined by Landlord, (ii) if any mortgagee under a mortgage or in deed of trust covering the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require Building requires that the insurance proceeds payable as a result of a said fire or other casualty be applied used to the payment of the retire or reduce such mortgage debt debt, or in the event of any material uninsured loss to the Building(iii) if such damage is not covered by insurance carried by Landlord, Landlord may, at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within sixty (60) days after the date of such damage, in which event the Rent shall be abated as of the date of such damage. If the damage does not require substantial alteration or reconstruction or if Landlord does not thus elect to terminate this Lease, Landlord shall, within thirty (30) days after the date of such casualty. If Landlord does not thus elect damage, commence to terminate this Lease, Landlord repair and restore the Building and shall commence and proceed with reasonable diligence to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D Building (except that Landlord shall not be responsible for delays not within the control of Landlordoutside its control) to substantially the same condition in which it was immediately prior to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so except that Landlord shall not be required to expend for the rebuild, repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord or replace any part of Tenant’s ability to pay furniture and furnishings or fixtures and equipment removable by Tenant under the provisions of this Lease, but such costs prior to Landlord’s commencement of repair and restoration work shall not exceed the scope of the Premiseswork done by Landlord in originally constructing the Building. Tenant shall not be entitled to any compensation or damages from Landlord, and Landlord shall not be liable liable, for any loss of the use of the whole or any part of the Premises, the Building, Tenant’s personal property, or any inconvenience or annoyance to Tenant occasioned by such loss of use, damage, repair, reconstruction or injury to the business of Tenant resulting in any way from such damage or the repair thereofrestoration, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent on a square footage basis during the time and to the extent the Premises are unfit or unavailable for occupancy. If the Premises or any other portion of the Property is Building are damaged by fee fire or other casualty resulting from the fault or negligence of Tenant or any of Tenant’s agents, employees, or invitees, the rent hereunder shall not be diminished during the repair of such damage and Tenant shall be liable to Landlord for the cost and expense of the repair and restoration of the Property Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or to the Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. Tenant hereby specifically waives any and all rights it may have under any law, statute, ordinance or regulation to terminate the Lease by reason of casualty or damage to the Premises or Building, and the parties hereto specifically agree that the Lease shall not automatically terminate by law upon destruction of the Premises.

Casualty Damage. If The parties hereto mutually agree that if the Leased Premises are partially or any part thereof shall be damaged totally destroyed by fire or other casualtycasualty covered by the fire and extended coverage insurance to be carried by Landlord under the terms hereof, Tenant shall give prompt the Landlord may, after thirty (30) days written notice thereof to Landlord. In case the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such casualty) or in the event there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord mayTenant, at its option, terminate this Lease by notifying Tenant in writing of such termination within thirty (30) days after the date of such casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence repair and proceed with reasonable diligence to restore the BuildingLeased Premises as soon as it is reasonably practicable, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which the Leased Premises were before such damage, or it was may terminate the Lease; provided, however, that in the event the Leased Premises are completely destroyed or so badly damaged that repairs cannot be commenced within thirty (30) days and completed within six (6) months thereafter, then this Lease shall be terminable as of the date of the occurrence of the damage or destruction, by either party hereto by serving written notice upon the other; and provided further, that in any event if repairs have not been commenced within thirty (30) days from the date of said damage and thereafter completed within a reasonable time, in no case to exceed six (6) months, this Lease may be immediately prior terminated by Tenant as of the date of occurrence of the damage or destruction by serving notice upon the Landlord. In the event the Leased Premises are completely destroyed or so damaged by fire or other casualty covered by the fire and extended coverage insurance to be carried by Landlord under the terms hereof that it cannot reasonably be used by Tenant for the purposes herein provided and this Lease is not terminated as above provided, then there shall be a total abatement of rent until said Premises are made usable. In the event the Leased Premises are partially destroyed or damaged by fire or other hazard so that such Premises can be only partially used by Tenant for the purposes herein provided, then there shall be a partial abatement in the rent corresponding to the happening of the casualty. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, time and the improvements located within the Premises, if any, for extent which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall Premises cannot be required to expend for the repair and restoration of the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of the Allowance, if any, described in the Work Letter Agreementused by Tenant. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment, which are necessary to permit Tenant’s reoccupancy of the Premises. Except as set forth above, all cost and expense of reconstructing If the Premises shall be borne by Tenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the Premises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy. If the Premises or any other portion of the Property is damaged by fee fire or other casualty resulting from the fault or negligence of Tenant Tenant, or any of Tenant’s the agents, employees, or inviteeslicensees, the rent hereunder shall not be diminished during the repair invitees of Tenant, such damage and Tenant shall be liable to Landlord for repaired by and at the cost expense of Tenant under the repair direction and restoration supervision of the Property caused thereby to the extent such cost Landlord, and expense is not covered by insurance proceedsrent shall continue without abatement.