Common use of Casualty Clause in Contracts

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (i) If, at any time during the Term, the Building shall be damaged in whole or in part by fire, the elements or other casualty (“Casualty”), Tenant, at Tenant's sole cost, shall repair said damage and restore the Building to substantially the same condition which existed immediately prior to the occurrence of such damage, subject, however, to the requirements of applicable and, to the extent the same does not unreasonably diminish the appraised value of the Property, the changing needs of the Tenant. As long as Tenant has complied with its insurance obligations hereunder, Tenant shall have no obligation to expend any sums greater than the amount of insurance proceeds actually received by Tenant plus the amount of any deductible under the policies of insurance. If tenant elects to self insure, Tenant shall make the money available for restoration on the same basis as if an insurance policy was in effect. (ii) In the case of a casualty impacting parking and/or access, the parties shall agree on a reasonable abatement, and if no agreement can be reached, either party may submit the matter to binding arbitration as permitted herein. (iii) The foregoing subparagraphs (i) and (ii) notwithstanding, if the Building, or any portion of the Property which Tenant, in its reasonable discretion, deems material, shall be partially or totally destroyed during the last 2 years of the initial term or during the last 2 years of any extension period, then, within thirty (30) days after such casualty, Tenant may terminate this Lease upon no fewer than 45 days prior written notice to Landlord, in which event this Lease shall terminate on the date specified in such notice. (b) In the event the Premises of a Lease termination as a result of a casualty, or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty should a “taking” (180as defined below) daysoccur, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from recover the date value of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage relocation and the making of such repairs shall interfere with the use moving costs, any other costs and occupancy expenses incurred by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder unamortized costs of its Tenant improvements (“Tenant Improvements”) calculated as follows: Tenant shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required entitled to repair or replace any damage or loss the actual cost of said Tenant Improvements multiplied by or from fire or other cause to any panelingsa fraction, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed the numerator of which is the number of years remaining on the Premises bythen current Term of the Lease and the denominator of which shall be the number of years remaining under the then current Term of the Lease at the time the Tenant Improvements were purchased. [For example, or belonging toif the Tenant Improvements cost $1000.00, Tenant. Any insurance there are 10 years left in the Term of the Lease and there were 15 years left in the Term of the Lease when the Tenant Improvements were purchased and installed, Tenant would be entitled to $667.00 ($1000.00 multiplied by a fraction, the numerator of which may be carried by Landlord or is 10 and the denominator of which is 15).] For purposes hereof, “Tenant against loss or damage Improvements” shall mean any improvements made to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered Property by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermTenant. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Leased Premises shall be damaged or destroyed during the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) daysTerm, Landlord shall forthwith repair promptly proceed to repair, restore, replace, or rebuild the Leased Premises (excluding restoration of any alterations made by Tenant to the Leased Premises) to substantially the same condition in which the same were immediately prior to such damage or destruction, and this Lease Landlord thereafter shall remain in full force and effectdiligently prosecute said work to completion without delay or interruption. Notwithstanding the forgoing, except if the damage to the Leased Premises is so substantial that Tenant shall be entitled to a proportionate abatement in rent from (a) the date repair, restoration or rehabilitation of such damage. Such abatement of rent shall damage cannot reasonably be made pro rata in accordance with the extent expected to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) be substantially completed within 180 days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of (b) the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Leased Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to substantial that the contrary contained in this Article: estimated repair costs exceed $100,000, (ac) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during damage occurs within the last twelve (12) months weeks of the Term Term, or any extension thereof, but if (d) the Building is damaged to the extent of fifty percent (50%) or more of the monetary value thereof and Landlord determines elects not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of rebuild the Premises untenantable Tenant shall have the right Building, then either party may elect to terminate this Lease by giving written notice to Landlord the other party within fifteen thirty (1530) days after receipt of the date of such casualty. Furthermore, notwithstanding the foregoing, in no event shall Landlord’s notice; and (b) 's obligation to repair, restore, replace, or rebuild the Leased Premises exceed the amount of the insurance proceeds received by Landlord in connection with such casualty. In the event the holder of Leased Premises, or any indebtedness secured by a mortgage part thereof, are destroyed or deed of trust covering damaged to the extent the Leased Premises or Building requires that any insurance proceeds cannot be applied occupied due to such indebtednesscasualty ("Untenantable Premises"), then there shall be an abatement of Base Rent due Landlord shall have by Tenant for the right to terminate this Lease by delivering written notice period of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end time commencing on the date of such damage casualty and continuing until the earlier of (a) the day that Tenant re-occupies the Untenantable Premises, or (b) thirty (30) days following the completion of Landlord's repair obligation as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termabove stated. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or If the Building are should be damaged or destroyed by fire or other cause and in casualty, Tenant shall give immediate written notice to Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty . Within thirty (18030) daysdays after receipt thereof, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that notify Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of whether such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five can reasonably be made: (451) within thirty (30) days; (2) in more than thirty (30) days but in less than ninety (90) days; or (3) in more than ninety (90) days from the date of such notice. 11.1.1. Less Than 30 Days. If the Building should be damaged only to such extent that rebuilding or repairs can be reasonably completed within thirty (30) days, this Lease shall not terminate and, provided that insurance proceeds are available to fully repair the damage, Landlord shall notify repair the Building, except that Landlord shall not be required to rebuild, repair or replace any alterations, partitions, fixtures, additions and other improvements which may have been placed in, on or about the Building by or for the benefit of Tenant, in writing, of Landlord’s reasonable estimation of . The Rent payable hereunder shall be abated proportionately from the length of time within which material restoration date Tenant vacates the Building only to the extent rental abatement insurance proceeds are received by Landlord and the Building are unfit for occupancy. 11.1.2. Greater Than 30 Days. If the Building should be damaged only to such extent that rebuilding or repairs can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are reasonably completed in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, more than thirty (30) days but in Landlord’s reasonable estimation, be made within one hundred eighty less than ninety (18090) days, then Landlord and Tenant shall each have the option of: (1) terminating the Lease effective upon the occurrence of giving such damage, in which event the otherRent shall be abated from the date Tenant vacates the Building; or (2) electing to repair the Building, at provided insurance proceeds are available to fully repair the damage (except that Landlord shall not be required to rebuild, repair or replace any time part of the alterations, partitions, fixtures, additions and other improvements which may have been placed in, on or about the Building by or for the benefit of Tenant). The Rent payable hereunder shall be abated proportionately from the date Tenant vacates the Building only to the extent rental abatement insurance proceeds are received by Landlord and the Building is unfit for occupancy. 11.1.3. Greater Than 90 Days. If the Building should be so damaged that rebuilding or repairs cannot be completed within ninety (90) days, either Landlord or Tenant may terminate by giving written notice within ten (10) days after such damage, notice terminating from Landlord regarding the time period of repair; and this Lease as of and the Rent shall be abated from the date of such damage. In Tenant vacates the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the TermBuilding. In the event that neither Landlord nor Tenant exercises its option party elects to terminate this Lease, then Landlord shall promptly commence and diligently prosecute to completion the repairs to the Building , provided insurance proceeds are available to fully repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 damage (except that Landlord shall not be required to rebuild, repair or replace any damage or loss by or from fire or other cause to any panelings, decorationsalterations, partitions, additionsfixtures, railings, ceilings, floor coverings, office fixtures or any additions and other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord have been placed in, on or Tenant against loss or damage to about the Building by or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.of

Casualty. 22.1 In the event Section 14.1 If (a) the Premises or the Building are damaged by fire or other cause and casualty, or (b) the Building (including any Building system) is damaged by fire or other casualty so that Tenant is deprived of reasonable access to the Premises or so that the Premises or any part of the Premises is unusable by Tenant for the reasonable conduct of Tenant’s normal business in the Premises, Tenant shall give prompt notice to Landlord. Subject to the provisions of this Article (i) Landlord shall, at Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) daysexpense, Landlord shall forthwith repair the same damage to the Premises, excluding the damage to Tenant’s Work or Tenant’s Property and this Lease shall remain in full force and effect(ii) Tenant shall, except that Tenant shall be entitled to a proportionate abatement in rent at Tenant’s expense, promptly remove ▇▇▇▇▇▇’s Property from the date of such damage. Such abatement of rent shall be made pro rata in accordance with Premises to the extent to which required by Landlord in connection with Landlord’s repair of the damage and shall promptly after Landlord's substantial completion of the making of such repair to the Premises, commence to diligently repair Tenant's Work and Tenant's Property in order to resume its normal business in the Premises. Until the repairs to be performed by Landlord are substantially completed, the Rent shall interfere with be reduced in proportion to the use and occupancy by Tenant area of the Premises from time to time. Within forty-five (45) days from which Tenant shall not have reasonable access or which is unusable by Tenant for the date reasonable conduct of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant normal business in the Premises shall terminate as of and which ▇▇▇▇▇▇ does not actually use. Section 14.2 If (a) the date of such damage as if such date had been originally fixed Premises are rendered wholly untenantable, or (b) the Premises are damaged by any cause which is not covered by Landlord’s insurance, or (c) the Premises are damaged in this Lease for whole or in part during the expiration last two (2) years of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or (d) the cost of repairing any damage to the Building by fire or Premises shall be for the sole benefit other casualty exceeds twenty-five percent (25%) of the party carrying such insurance and under its sole control. 22.4 In replacement cost thereof, as reasonably estimated by a reputable contractor, architect or engineer selected by Landlord, Landlord shall have the event that Landlord should fail right, by notice given to complete such repairs and material restoration Tenant within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on following the date of such the damage, to terminate this lease. If this lease is terminated pursuant to this Section, the Term shall expire on the fifteenth (15th) day after the notice or such later date fixed in such notice is given as fully and completely as if such date were the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayedstated Expiration Date. 22.5 Notwithstanding anything Section 14.3 This Article constitutes an express agreement governing any damage to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion destruction of the Premises untenantable Tenant or the Building by fire or other casualty, and Section 227 of the Real Property Law of the State of New York, and any other similar Laws shall have the right no application to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage fire or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termother casualty. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty that less than fifty percent (18050%) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time is damaged or destroyed by fire, the elements, or any other cause or casualty, Lessor shall proceed with due diligence to timerepair the Premises (excluding any Lessee Alterations) to a condition as nearly equivalent as practicable to their condition immediately prior to such damage or destruction. Within forty-five fifteen (4515) days from the date of such damagedamage or destruction, Landlord Lessor shall notify Tenant, in writing, of Landlord’s reasonable estimation of Lessee if the length of time within which material restoration same can be made, and Landlord’s determination shall be binding on Tenantso repaired within sixty (60) days of such damage or destruction. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs canare not, in Landlord’s reasonable estimationor if Lessor notifies Lessee that the same cannot be, be made completed as aforesaid within one hundred eighty said sixty (180) days60)-day period (including any and all periods of Excusable Delay), Landlord and Tenant shall each have the option of giving the otherLessee may, at any time within ninety (90) days after such damageLessee's option, notice terminating terminate this Lease as of the date of such damagedamage or destruction upon written notice to Lessor given no less than five (5) business days after Lessee's receipt of Lessor's notice or the expiration of said sixty (60)-day period, as the case may be. Upon termination of this Lease, all Rent paid in advance shall be apportioned as of the date of the damage or destruction. In the event that more than fifty percent (50%) of the giving Premises is damaged or destroyed by fire, the elements, or other cause or casualty, Lessor or Lessee shall have the option to terminate this Lease upon written notice given to the other party no later than ten (10) business days after the date of the occurrence of such notice, this Lease damage or destruction. Any such termination shall expire and all interest of the Tenant in the Premises shall terminate be effective as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Termor destruction. In the event that If neither Landlord nor Tenant exercises party elects to exercise its option to terminate this Leaseterminate, then Landlord Lessor shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required proceed with due diligence to repair or replace the Premises (excluding any Lessee Alterations) to a condition as nearly equivalent as practicable to their condition immediately prior to such damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenantdestruction. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within Within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice damage or such later date fixed in such notice as destruction, Lessor shall notify Lessee if the date same can be so repaired within ninety (90) days of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions damage or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstructdestruction. If such repairs are not, or restore if Lessor notifies Lessee that the Premises when the damages resulting from same cannot be, completed as aforesaid within said ninety (90)-day period (including any casualty covered by the provisions and all periods of this Article 22 occur during the last twelve (12) months of the Term or any extension thereofExcusable Delay), but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to Lessee may, at Lessee's option, terminate this Lease by notice to Landlord within fifteen (15) days after receipt as of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage or destruction upon written notice to Lessor given no less than five (5) business days after Lessee's receipt of Lessor's notice or the expiration of said ninety (90)-day period, as if the case may be. Upon termination of this Lease, all Rent paid in advance shall be apportioned as of the date of such the damage were the date originally fixed in this Lease for the expiration or destruction. A just proportion of the Term. 22.6 In Rent according to the event nature and extent of the damage shall be abated until the completion of any damage or destruction restoration performed by Lessor pursuant to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestSection 11.

Casualty. 22.1 In the event the Premises or If the Building are damaged is totally destroyed by fire or other cause and in Landlord’s reasonable estimation such damage can casualty or if the Premises or Building is so damaged that rebuilding or repairs cannot be materially restored completed within one hundred eighty (180) daysdays after the date of such damage, Landlord or Tenant may at its option terminate this Lease, in which event the Rent shall forthwith repair be abated during the same and unexpired portion of this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent effective from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, If the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannotare damaged by fire, in tornado or other casualty covered by Landlord’s reasonable estimationinsurance, but only to such extent that rebuilding or repairs can be made completed within one hundred eighty (180) daysdays after the date of such damage, or if the damage should be more serious but neither Landlord nor Tenant elects to terminate this Lease, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed commence to rebuild or repair the Building and/or Premises and proceed with reasonable diligence to restore the Building and/or Premises to not less than substantially the same condition in this Lease for which it was immediately prior to the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasecasualty, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 except Landlord shall not be required to rebuild, repair or replace any damage or loss part of the furniture, equipment, fixtures and other improvements which may have been placed by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on Tenant in the Premises. There shall be a fair diminution of Rent during the time the Premises byare unfit for occupancy. If any mortgagee under a deed to secure debt, security agreement or belonging tomortgage requires the insurance proceeds be applied against the mortgage debt, Landlord shall have no obligation to rebuild and this Lease shall terminate upon notice to Tenant; provided, however, that Landlord shall notify Tenant, within thirty (30) days after any such mortgagee gives a notice to Landlord of such election to apply such proceeds against the mortgage debt, of the fact that such mortgagee has done so. Any Except as hereinafter provided, 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. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In (a) If at any time during the term of this Lease, including any extension or renewal thereof, the Building is damaged by fire or other casualty, then, unless this Lease is terminated by Landlord as hereinafter provided, Landlord shall be obligated to promptly commence, and thereafter prosecute with reasonable diligence, the reconstruction, restoration and repair of the Building and the Premises to a condition substantially equivalent to that existing immediately prior to the casualty. If the damage renders the Premises inaccessible or untenantable in whole or in part, the Rent provided for herein shall ▇▇▇▇▇ thereafter as to the portion of the Premises so affected until such time as same is accessible and restored to a tenantable condition, as reasonably determined by Landlord. (b) If (i) the Building is damaged to an extent that Landlord’s good faith estimate of the cost of reconstruction, restoration and repair thereof exceeds sixty percent (60%) of the replacement cost of the Building, (ii) the reconstruction, restoration and repair of the Premises or the Building cannot with reasonable diligence be completed within two hundred seventy (270) days after the casualty, or (iii) the casualty occurs during the last twelve (12) calendar months of the term of this Lease, then in any such event Landlord shall have the right, exercisable by written notice given to Tenant at any time within thirty (30) days after the occurrence of the casualty, to elect not to reconstruct, restore or repair the Premises, and in such event this Lease shall be terminated in all respects effective as of the date of the casualty, all Rent shall be prorated to the date of the casualty, and the parties hereto shall be released from any obligations thereafter accruing under this Lease (except as otherwise provided herein). Notwithstanding the foregoing, in the event the Premises or the Building are is damaged by fire or other cause and in Landlord’s reasonable estimation a casualty such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled is prevented from conducting its business in the Premises in a manner reasonably comparable to a proportionate abatement in rent from the date of that conducted immediately before such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which casualty and Landlord estimates that the damage and caused thereby cannot be repaired within two hundred ten (210) days after the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time casualty, which notice Landlord agrees to time. Within provide within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasecasualty, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, Landlord of its election to terminate within fifteen thirty (1530) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration from landlord of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount estimate of time Landlord is so delayedneeded to repair the damage. 22.5 (c) Notwithstanding anything to the contrary contained in this Article: (a) Section 6.3, in no event shall Landlord shall not have any obligation whatsoever be required to repair, expend more to reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to and repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises than the amount actually received by any peril covered by Landlord from the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all proceeds of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestinsurance carried by Landlord.

Casualty. 22.1 In Upon the event occurrence of any casualty loss, damage or destruction material to the Premises or operation of the Building are damaged by fire or other cause and Station prior to the Closing, Seller shall promptly give Buyer written notice setting forth in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair detail the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date extent of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the loss, damage or destruction and the making of cause thereof if known. Seller shall use its reasonable efforts to promptly commence and thereafter to diligently proceed to repair or replace any such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damagelost, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building damaged or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Termdestroyed property. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall such repair or restore replacement is not fully completed prior to the Closing Date, Buyer may elect to postpone the Closing until Seller's repairs have been fully completed or to consummate the transactions contemplated hereby on the Closing Date, in which event Seller shall assign to Buyer the portion of the insurance proceeds (less all reasonable costs and expenses, including without limitation attorney's fees, expenses and court costs incurred by Seller to collect such damageamounts), this Lease continuing in full force and effectif any, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required previously expended by Seller to repair or replace any damage the damaged or loss by or from fire or other cause destroyed property (such assignment of proceeds to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed take place regardless of whether the parties close on the Premises by, scheduled or belonging to, Tenantdeferred Closing Date) and Buyer shall accept the damaged Sale Assets in their damaged condition. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail the loss, damage or destruction causes or will cause the Station to complete such repairs and material restoration within sixty be off the air for more than seven (607) consecutive days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within or fifteen (15) days after total days, whether or not consecutive, then Buyer may elect either (i) to consummate the expiration of said period of time, whereupon the Lease shall end transactions contemplated hereby on the date of such notice or such later date fixed Closing Date, in such notice as if which event Seller shall assign to Buyer the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant insurance proceeds (less all reasonable costs and expenses, including without limitation attorney's fees, expenses and court costs, incurred by Seller to collect such amounts), if any, not previously expended by Seller to repair or replace the damaged or destroyed property, and Buyer shall have accept the right damaged Sale Assets in their damaged condition, or (ii) to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermAgreement. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of total or partial destruction of the Premises Building or the Building are damaged Leased Premises by fire or other cause casualty, Landlord agrees promptly to restore and in repair same; provided, however, Landlord’s reasonable estimation 's obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such damage can of the leasehold improvements as were originally made by Landlord, if any. Rent shall proportionately ▇▇▇▇▇ during the time that the Leased Premises or part thereof are unusable because of any such damage. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be materially restored repaired or rebuilt within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such damage, Landlord shall notify Tenantinsurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then, in writingcase of a clause (a) casualty, of Landlord’s reasonable estimation of the length of time within which material restoration can be madeeither Landlord or Tenant may, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannotor, in Landlord’s reasonable estimation, be made within one hundred eighty the case of a clause (180b) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasecasualty, then Landlord shall repair or restore such damagemay, upon thirty (30) days' written notice to the other party, terminate this Lease continuing in full force and effectwith respect to matters thereafter accruing. Notwithstanding anything to the contrary contained herein, and if the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Leased Premises or the Building or Premises shall be for the sole benefit is a partial casualty that effects more than twenty percent (20%) of the party carrying such insurance Leased Premises and under its sole control. 22.4 In has not been repaired and the event that Landlord should fail to complete such repairs and material restoration Leased Premises made ready for occupancy within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4of the casualty, damage or destruction, then the Tenant may at its shall have the right and option and as its sole remedy to terminate this Lease by delivering giving written notice to Landlord, Landlord at any time within fifteen (15) days after the expiration end of said period of timesuch sixty (60) day period. Additionally, whereupon if the Lease shall end on damage is to such an extent that it cannot reasonably be repaired and the Premises made ready for occupancy within sixty (60) days after the date of such notice the casualty, damage or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provideddestruction, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify then Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to may terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such the casualty, damage as if or destruction by giving written notice to Landlord. Following any casualty loss which renders the Premises untenantable, Tenant shall be entitled to an abatement of rent from the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction until the Premises are rendered tenantable notwithstanding any negligence on the part of Tenant. If only a portion of Premises is rendered untenantable, then Tenant's rent shall be partially abated taking into account the diminution in value of the Premises. If this Lease is terminated, Rent shall be prorated to the Building date of the casualty, damage or Premises by destruction and any peril covered by the provisions of this Article 22, it prepaid Rent or other prepaid amounts shall be refunded to Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (a) In the event that, as a result of a casualty, whether (i) insured against by the State or (ii) intended and deemed by the State to be the subject of its general plan to provide against and cover such casualty or loss by self-insurance or self-retention, the Demised Premises is damaged without the fault of the Lessee, its officers, members, employees, customers, guests, invitees or other persons who are doing business with the Lessee, or who are at the Demised Premises with the Lessee’s consent, so as to render the Demised Premises untenantable in whole or part, then: (1) If the State finds that the necessary repairs or rebuilding can be completed within ninety (90) days after the occurrence of the damage, the State shall repair or rebuild with due diligence, and the Rent hereunder shall be abated only for the period from the occurrence of the damage to the earlier of: (i) sixty (60) days after the completion of the repairs or rebuilding, or (ii) the Lessee’s reopening for business at the Demised Premises, whether or not the work of repair or rebuilding is actually completed within the said ninety (90) days; or (2) If the State finds that such repairs or rebuilding cannot be completed within ninety (90) days after the occurrence of the damage, or if the State concludes that areas other than the Demised Premises also require rebuilding, then the State shall have the options: (i) to proceed with due diligence to repair or to rebuild the Demised Premises as necessary; or (ii) to terminate this Lease as to the entire Demised Premises; and in the case of (i), the Rent hereunder shall be abated either as the case may require for the period from the occurrence of the damage to the earlier of: (a) sixty (60) days after the completion of the repairs or rebuilding, or (b) the Lessee’s reopening for business at the Demised Premises, or for the period from the occurrence of the damage to the effective date of termination. In the event that the casualty is due to the fault of the Lessee, its officers, members, employees, customers, guests, invitees or other persons who are doing business with the Lessee, or who are at the Demised Premises with the Lessee’s consent, then, the State shall repair or rebuild the Demised Premises, with due diligence, at the Lessee’s sole cost and expense. The State’s cost thereof shall be paid within twenty (20) days of demand. (b) The Parties do hereby stipulate that neither the provisions of Section 227 of the Real Property Law of the State of New York nor those of any other similar statute shall be extended or apply to this Lease Agreement. (c) The Lessee shall give the State immediate notice, in compliance with Section 16 of this Lease, in case of fire, accident or casualty to the Demised Premises or elsewhere in the Plaza if the occurrence elsewhere in the Plaza is known to and involves the Lessee, its officers, members, employees, agents, representatives, contractors, or is known to any of them and involves customers, guests or invitees of the Lessee. (d) In the event of a partial or total destruction of the Demised Premises, the Lessee shall immediately remove any and all of its property and debris from the Demised Premises or the Building portion thereof destroyed, and if the Lessee does not promptly so remove, the State may remove the Lessee's property to a public warehouse for deposit or retain the same in its own possession and sell the same at public auction, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by the Lessee to the State, with any balance remaining to be paid to the Lessee; if the expenses of such removal, storage and sale shall exceed the proceeds of sale, the Lessee shall pay such excess to the State upon demand. (e) The Lessee shall have the right to terminate this Lease if the damage is such that: (a) the Demised Premises cannot be (or are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially not) restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of ; (b) the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building damage or Premises shall be deemed “materially restored” if they are in such condition as would destruction is caused by a peril not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair be insured against hereunder; or replace any (c) the damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur destruction occurs during the last twelve two (122) months years of the Term (or any renewal, extension or holdover thereof, but if Landlord determines ) and the Lessee has not to repair such damages Landlord shall notify Tenant and if such damages shall render previously exercised any material portion of the Premises untenantable Tenant shall option rights it may have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termsucceeding extension terms. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event (a) If the Premises or the Building are shall be damaged by fire or other cause and in Landlord’s reasonable estimation such casualty so that the damage can reasonably be materially restored repaired by Landlord within one hundred eighty 180 days from the date of the damage (180) days90 days for any casualty during the last year of the Term), Landlord shall forthwith repair then the same and this Lease shall remain in full force and effect, except that Tenant damage shall be entitled to a proportionate abatement in rent diligently repaired by and at the expense of Landlord within such 180 (or 90, as the case may be)-day period, and the Rent from the date of such damage. Such abatement of rent damage until such repairs shall be made pro rata in accordance with shall be apportioned according to the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant part of the Premises from time which is, in the reasonable business judgment of Tenant, suitable and/or accessible for its regular business operations within the Premises. Notwithstanding the foregoing, if Landlord fails to time. Within forty-five complete repairs required to be performed under this Article 15(a) within 270 days (45or 90 days, in the last year of the Term) days from the date of such damage, Tenant shall have the right to give Landlord shall notify Tenant, a notice in writing, writing of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of intention to terminate this Lease, and thereupon the Building or Premises Term shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease expire as of the date of such damage. In , effective the event of the giving date of such notice, this Lease shall expire and all interest . (b) If the Premises is damaged by fire or other casualty so that the damage cannot reasonably be repaired by Landlord within 180 days of the date of the damage (as determined by an independent architect or contractor reasonably selected by Landlord in such architect or contractor’s reasonable discretion), then in any of such events Landlord or Tenant may, within 30 days after such casualty (or in Tenant’s case not later than thirty days after receipt of the estimated restoration time from Landlord), give the other party a notice in writing of intention to terminate this Lease, and thereupon the Term shall expire, effective the date of the casualty, and Tenant shall vacate the Premises and surrender the same to Landlord within 30 days after the date of the termination notice, provided that for any casualty during the last year of the Term, the restoration period shall be 90 days, rather than 180 days. If neither party elects to terminate as this Lease, the provisions of Article 15(a) shall govern, except that Landlord shall be required to diligently repair the relevant damage at the expense of Landlord within 270 days of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 (c) Landlord shall not be required to repair or replace liable for any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises byto, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit required (under any provision of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15or otherwise) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstructrestore or replace, any property in the Premises, nor be liable to Tenant for damage arising from rain or restore snow or from the Premises when bursting, overflowing or leakage of water, steam or gas pipes or defect in the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term plumbing, HVAC, mechanical or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion electrical systems of the Premises untenantable Tenant shall have unless and to the right to terminate this Lease by notice to extent arising out of or in connection with from the negligence or willful misconduct of Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises its agents, employees or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end contractors or failure on the date part of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at perform its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestobligations under this Lease.

Casualty. 22.1 In the event the Premises case of damage to or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant destruction of the Premises from time Premises, whether or not by a risk required to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, be covered by insurance as set forth in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes Paragraph 19 of this Lease, this Lease shall not terminate and Tenant shall promptly restore, rebuild, replace or repair (hereinafter referred to as “Restore” or “Restoration”) the Building Premises to substantially the same condition as existed immediately prior to such damage or Premises destruction if, in the good faith estimate of a mutually acceptable architect or contractor, such Restoration can be substantially completed within 180 days from the occurrence of the damage or destruction. Such Restoration shall be deemed “materially restored” if they are commenced promptly and shall thereafter be prosecuted with due diligence. Notwithstanding the foregoing, however, in such condition as would not prevent the case of damage to or materially interfere with Tenant’s use destruction of the Premises for the purpose for Restoration of which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair substantially completed within 180 days from the occurrence or replace any if the damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur destruction occurs during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall that will render any material portion of the Premises untenantable inaccessible or unusable for purposes of conducting Tenant’s business for a period of ninety (90) days or more, Tenant shall have the right may elect to terminate this Lease by giving Landlord written notice to Landlord of such election within fifteen thirty (1530) days after receipt of Landlord’s noticefollowing the casualty, in which event Tenant shall have no obligation to Restore the Premises; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering provided, however, Tenant shall, at its cost, clear the Premises or Building requires that of debris and return the same to a safe and clean condition, and deliver any insurance proceeds be applied (other than those for payable for damages to such indebtedness, then Tenant’s personal property or business interruption or Tenant’s costs to clear the Premises) to Landlord shall have the right and/or Landlord’s mortgagee in accordance with Subparagraph 20(e) below. If Tenant elects to terminate this Lease by delivering in accordance with this paragraph, this Lease shall terminate thirty (30) days following the date Landlord receives Tenant’s written notice of termination to such election (the "Termination Date”) upon the payment by Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon of all rent and all other sums then due and payable under this Lease to and including the Termination Date. Said termination shall end not release Tenant nor Landlord from the obligations and liabilities of either under this Lease, actual or contingent, which have accrued on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction prior to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestTermination Date.

Casualty. 22.1 In the event If the Premises or the Building are Project is damaged or destroyed, in whole or in part, by fire or other cause casualty at any time during the Term and in Landlord’s reasonable estimation if, after such damage can be materially restored within one hundred eighty (180) daysor destruction, Landlord shall forthwith repair Tenant is not able to use the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant portion of the Premises from time not damaged or destroyed to time. Within forty-five (45) days from substantially the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of same extent and for the length of time within Authorized Use for which material restoration can be madethe Premises were leased to Tenant hereunder, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such damage or destruction Landlord provides notice to Tenant that the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, cannot be repaired or rebuilt to the condition which existed immediately prior to such destruction or casualty within two hundred forty (240) days following the date estimated by of such destruction or casualty, then either Landlord therefor as extended by this Section 22.4, or Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, the other within fifteen thirty (1530) days following such notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, agents, contractors or invitees, the Rent shall be abated for the period and proportionately to the extent that after such damage or destruction Tenant is not able to use the expiration portion of said period the Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of timethe Premises, whereupon as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and this Lease shall end continue in full force and effect in accordance with the terms hereof except for the abatement of Rent referred to above, if applicable, and except that the Term shall be extended by a length of time equal to the period beginning on the date of such damage or destruction and ending upon completion of such restoration or replacement. Landlord shall restore or replace the damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events and the availability of insurance proceeds. If either party elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice or such later date fixed in such notice of termination as if the date Term hereof had been scheduled to expire on such date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any liability to the other party as a result of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) termination. Landlord shall not be obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises or any portion of the Project are damaged or destroyed by fire or other casualty caused by the negligence or willful misconduct of Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Premises by Landlord pursuant to the terms of this Section shall be at Tenant’s sole cost and expense. Notwithstanding anything in this Section to the contrary, Landlord shall have any no obligation whatsoever to repair, reconstruct, repair or restore the Premises when or the damages Project on account of damage resulting from any casualty covered by the provisions of this Article 22 occur which occurs during the last twelve (12) months of the Term Term, or any extension thereof, but if Landlord determines not to the estimated cost of such repair such damages Landlord shall notify Tenant and if such damages shall render any material portion or restoration would exceed fifty percent (50%) of the Premises untenantable Tenant shall have reasonable value of the right Building prior to terminate the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease by notice Tenant, if applicable hereunder, are the sole remedies available to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Tenant in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessthe Project is damaged or destroyed, then Landlord shall have the right to terminate this Lease in whole or in part, by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termfire or other casualty. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or that the Building are damaged should be totally destroyed by fire fire, tornado or other cause and in Landlord’s reasonable estimation such damage can casualty, or should be materially restored so damaged that rebuilding or repairs cannot be completed within one hundred and eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from after the date of such damage, Landlord shall notify Tenantmay, at its option, terminate this Lease in writing, of Landlord’s reasonable estimation of which event the length of time within which material restoration can be made, and Landlord’s determination rent shall be binding on Tenant. For purposes abated during the unexpired portion of this LeaseLease effective with the date of such damage, or Landlord may proceed to rebuild the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with and the Premises. If the damage prohibits Tenant’s use of the Premises for Premises, cannot be repaired within one hundred and eighty (180) days and was not caused by Tenant, then Tenant can elect to terminate this Lease by written notice to Landlord received within sixty (60) days of the purpose for which it was being used immediately before date of damage. In the event the Building should be damaged by fire, tornado or other casualty, but only to such damage. 22.2 If such extent that rebuilding or repairs cannot, in Landlord’s reasonable estimation, estimation can be made completed within one hundred and eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In , or if the event of the giving of damage cannot be repaired within such noticetime frame but Landlord does not elect to terminate this Lease, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of either such event, Landlord shall, within sixty (60) days after the date of such damage as if such date had been originally fixed commence to rebuild or repair the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in this Lease for which it was immediately prior to the expiration happening of the Term. In the event casualty, except that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to rebuild, repair or replace any damage or loss part of the partitions, fixtures and other improvements which may have been placed by or from fire Tenant or other cause tenants within the Building and rent shall equitably ▇▇▇▇▇ from the date of damage until such damage is repaired if such casualty results in damage to Tenant’s Premises or prohibits its access to the Premises or use thereof. In the event any panelingsmortgagee under a deed of trust, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures security agreement or any other property or improvements installed mortgage on the Premises byBuilding should require that the insurance proceeds be used to retire the mortgage debt, or belonging toLandlord shall have no obligation to rebuild and if Landlord so elects, this Lease shall terminate upon notice to Tenant. Any Unless otherwise provided in this Lease, 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. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (a) In the event the Leased Premises or the Building are damaged by fire fire, explosion or any other cause and in Landlord’s reasonable estimation such damage can casualty which cannot be materially restored by Lessor to its original condition within one hundred eighty ninety (18090) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent days from the date of such damage. Such abatement of rent shall be made pro rata in accordance with casualty, or if the extent to which Leased Premises are totally destroyed by such casualty, then both the damage Lessee and the making Lessor have the right to terminate this Lease upon written notice to the other party within thirty (30) days of the date of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time casualty. (b) If neither party elects to time. Within so terminate, Lessor shall, within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event casualty, commence actual construction and restoration of the giving of such notice, this Lease shall expire Leased Premises to its original condition and all interest proceed with due diligence until completed. Any changes in the restoration required by Lessee which increases the cost of the Tenant in restoration shall be paid for by the Premises Lessee. During such restoration, Lessor shall terminate as keep the parking areas free and clear of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that debris and materials and vehicles. (c) If neither Landlord nor Tenant exercises its option party has elected to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, Lessor for any reason fails to commence the actual construction and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty forty-five (6045) days after the date estimated of written notice from Lessee of the casualty, or commences within such time period but fails to complete the actual construction and restoration within forty-five (45) days after such commencement, then Lessee shall have the right, but not the obligation, to: (1) perform the restoration at the sole cost and expense of Lessor in which event the insurance proceeds shall be either paid to Lessee from any escrow otherwise reimbursed by Landlord therefor as extended by Lessor to Lessee, and in addition thereto, Lessor shall reimburse Lessee for any cost or expense incurred in excess of the insurance proceeds to complete the restoration and if Lessor fails to promptly reimburse Lessee then Lessee shall be entitled to exercise the remedies set forth in this Section 22.4, Tenant may at its option Lease; (2) seek specific performance to require Lessor to commence and as its sole remedy diligently complete their restoration; (3) terminate this Lease by delivering upon thirty (30) days written notice to LandlordLessor without waiving Lessee's right to damages for Lessor's failure to perform. The rights granted herein shall be in furtherance, and not in limitation, of all other rights of Lessee under the Lease or at law or in equity; or (3) in the event the Leased Premises are damaged in excess of fifty (50%) percent of replacement cost (excluding excavation and foundation) during the last two (2) years of the Term of the Lease, Lessor or Lessee may elect to terminate this Lease upon written notice to the other within fifteen thirty (1530) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Termcasualty; provided, however, if Lessor notifies Lessee that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything it intends to the contrary contained in terminate this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of Lease under this Article 22 occur during the last twelve (12) months of the Term or any extension thereofSection, but if Landlord determines Lessee does not desire to repair do so and elects to exercise an unexercised option to renew this Lease by giving written notice to Lessor of such damages Landlord shall notify Tenant and if election within such damages shall render any material portion of the Premises untenantable Tenant thirty (30) day period, then Lessor shall have the no right to terminate this Lease under this Section and shall promptly commence and diligently complete the restoration. (d) If the casualty, repairing, or rebuilding shall render the Leased Premises untenantable, or in a condition which renders the Leased Premises inaccessible by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Lessee's customers, in the event the holder of any indebtedness secured by a mortgage whole or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessin part, then Landlord a proportionate abatement of the rent shall have be allowed from the right date when the damage occurred until the date Lessor completes its work said proportion to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end be computed on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration basis of the Term. 22.6 In relation which the event gross square foot area of any damage or destruction the space rendered untenantable bears to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all floor space of the property belonging Leased Premises. If Lessor is required or elects to Tenant or its licensees from such portion or all of repair the Building or Leased Premises as Landlord herein provided, Lessee shall requestreplace its stock in trade, fixtures, furniture, furnishings, floor coverings and equipment.

Casualty. 22.1 In the event If the Premises or a substantial portion of the Building Property is damaged in whole or in part by casualty, and if the Premises are damaged by fire or other cause and made untenantable as a result thereof, Landlord shall deliver to Tenant, within sixty (60) days after such casualty, a good faith estimate of the time necessary to repair such damages (“Casualty Notice”). If in Landlord’s reasonable estimation such damage damages cannot be substantially repaired within the shorter of two hundred seventy (270) days from the date of such casualty, or within two-thirds (2/3) of the then remaining Term as of the date of such casualty (“Estimated Restoration Period”), this Lease may be terminated by either Landlord or Tenant by delivering written notice to the other party within thirty (30) days after Tenant’s receipt of the Casualty Notice, in the event neither party timely terminates this Lease, or if in Landlord’s reasonable estimation such damages can be materially restored substantially repaired within one hundred eighty (180) daysthe Estimated Restoration Period then, Landlord shall forthwith repair the same and subject to Landlord’s rights below, this Lease shall remain in full force and effect, except and Landlord shall proceed in good faith to repair and restore the Premises to a condition substantially similar to that Tenant condition which existed prior to such casualty. Landlord’s obligation with respect to repair and restoration shall be entitled limited to a proportionate abatement the extent of the insurance proceeds actually received by Landlord in rent from connection with such casualty and shall only extend to the repair of Landlord’s building and improvements, and shall not extend to Tenant’s fixtures, equipment, alterations, Telecommunications Equipment, or any interior finish constructed within the Premises by either Landlord or Tenant, regardless of the cause of such casualty. In the event the repair and restoration of the Premises extends beyond the Estimated Restoration Period, this Lease shall remain in full force and effect and Landlord shall not be liable therefor, but Landlord shall continue to complete such repairs and restoration with all due diligence. Notwithstanding the aforesaid, if Landlord reasonably determines that repair of the Premises/Property is or will become uneconomical or that the insurance proceeds (after any required payments to any mortgagees of the Property) will be insufficient to complete all repairs and restoration, then Landlord may terminate this Lease by giving written notice to Tenant. In the event this Lease is terminated, the parties shall have no further obligations to the other, except for those obligations accrued through the effective date of such damagetermination, which obligations shall survive the Term. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes Upon termination of this Lease, the Building or Premises Tenant shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use immediately surrender possession of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in to Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and . Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace pay any damage or loss by or from fire or other cause to Base Rent for any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on period in which the Premises byare wholly untenantable; and, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In in the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material only a portion of the Premises untenantable Tenant are untenantable, Tenant’s Base Rent shall have the right be equitably abated in proportion to terminate this Lease by notice to Landlord within fifteen (15) days after receipt that portion of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises which are so unfit for such period of time as the Premises (or Building requires that any insurance proceeds such portion) remains untenantable. There shall be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as no Rent abatement if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction damages are due to the Building fault or Premises by any peril covered by the provisions negligence of this Article 22, it shall be Tenant or Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwithagents, at its sole cost and expenseemployees, such portion of all of the property belonging to Tenant licensees, invitees or its licensees from such portion or all of the Building or Premises as Landlord shall requestcontractors.

Casualty. 22.1 In the event If the Premises or the Building are Project is damaged or destroyed, in whole or in part, by fire or other cause casualty at any time during the Term and in Landlord’s reasonable estimation if, after such damage can be materially restored within one hundred eighty (180) daysor destruction, Landlord shall forthwith repair Tenant is not able to use the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant portion of the Premises from time not damaged or destroyed to time. Within forty-five (45) days from substantially the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of same extent and for the length of time within Authorized Use for which material restoration can be madethe Premises were leased to Tenant hereunder, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering Landlord’s receipt of written notice from Tenant describing such damage or destruction Landlord provides notice to LandlordTenant that the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, cannot be repaired or rebuilt to the condition which existed immediately prior to such destruction or casualty within fifteen two hundred seventy (15270) days after the expiration of said period of time, whereupon the Lease shall end on following the date of such destruction or casualty, then either Landlord or Tenant may by written notice or such later date fixed in to the other within thirty (30) days following such notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, agents, contractors or invitees, the Rent shall be abated for the period and proportionately to the extent that after such damage or destruction Tenant is not able to use the portion of the Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and this Lease shall continue in full force and effect in accordance with the terms hereof except for the abatement of Rent referred to above, if applicable,. Landlord shall restore or replace the damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events and the availability of insurance proceeds. If either party elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice of termination as if the date Term hereof had been scheduled to expire on such date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any liability to the other party as a result of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) termination. Landlord shall not be obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises are damaged or destroyed by fire or other casualty caused by the recklessness or willful misconduct of Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Premises by Landlord pursuant to the terms of this Section shall be at Tenant’s sole cost and expense, except to the extent that Landlord is able to receive payment as a result of the insurance that it carries pursuant to the terms of this Lease. Notwithstanding anything in this Section to the contrary, Landlord shall have any no obligation whatsoever to repair, reconstruct, repair or restore the Premises when or the damages Project on account of damage resulting from any casualty covered by the provisions of this Article 22 occur which occurs during the last twelve (12) months of the Term Term, or any extension thereof, but if Landlord determines not to the estimated cost of such repair such damages Landlord shall notify Tenant and if such damages shall render any material portion or restoration would exceed fifty percent (50%) of the Premises untenantable Tenant shall have reasonable value of the right Building prior to terminate the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease by notice Tenant, if applicable hereunder, are the sole remedies available to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Tenant in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessthe Project is damaged or destroyed, then in whole or in part, by fire or other casualty. Notwithstanding the foregoing, Landlord shall have the right to may not terminate this Lease by delivering written notice unless Landlord also terminates the leases of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration all other similarly situated tenants of the TermBuilding. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged of damage by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled casualty to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time that cannot reasonably be expected to time. Within be repaired within forty-five (45) days from following same or, if the date of Site is damaged by fire or other casualty so that such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can damage to Premises or Site may reasonably be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of expected to substantially disrupt LICENSEE’S operations at the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty more than forty-five (18045) days, Landlord and Tenant shall each have the option of giving the other, then LICENSEE may at any time following such fire or other casualty, provided LICENSOR has not completed within ninety such forty-five (9045) days after the restoration required to permit LICENSEE to resume its operation at the Premises, terminate the applicable SLA by providing prior written notice to LICENSOR. Any such damagenotice of termination shall cause such SLA to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of the applicable SLA, notice terminating this Lease and the Parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the date of such damageother under the SLA. In the event of the giving of such notice, this Lease shall expire and all interest damage or destruction that does not result in termination of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leaseapplicable SLA, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant LICENSEE shall have the right to terminate place a temporary antenna facility and related facilities on the Site during such repair and reconstruction to enable LICENSEE to continue operations without interruption, subject to approval of LICENSEE’S plans by LICENSOR pursuant to Section 10 of this Lease by notice MLA. Notwithstanding the foregoing, all License Fees shall ▇▇▇▇▇ during the period of such disruption to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in LICENSEE’S operations. Notwithstanding the event the holder of any indebtedness secured by a mortgage or deed of trust covering foregoing, if the Premises at any Interim Site are damaged by fire or Building requires that any insurance proceeds other casualty, LICENSOR shall not be applied obligated to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure repair the Premises and upon may instead terminate the SLA at no cost to LICENSEE for such Interim Site for convenience by providing written notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestLICENSEE.

Casualty. 22.1 In the event the Premises or If the Building are is damaged by fire or other cause casualty, and if the proceeds received from the insurance policies maintained by Landlord therefor are sufficient to pay for the necessary repairs, and the Building can be fully repaired within six (6) months after such casualty occurred, this Lease shall remain in effect and Landlord shall repair the damage within such six (6) month period, subject to delays beyond Landlord’s reasonable estimation control. If the insurance proceeds received by Landlord are not sufficient to pay the entire cost of repair, or no proceeds are payable with respect to such damage can casualty, or the Building cannot be materially restored fully repaired within one hundred eighty six (1806) daysmonths after the casualty occurred, Landlord may elect either to (i) terminate this Lease, provided Landlord shall forthwith so notify Tenant within thirty (30) days after occurrence of such casualty, or (ii) repair the same and damage as soon as reasonably possible, in which event this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, ; but if Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would elects not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall then have the right to terminate this Lease by notice to Landlord if the Premises cannot be fully repaired within fifteen nine (159) months after such casualty occurred. Tenant’s notification, if any, shall be required within ten (10) days after receipt of Landlord’s notice; and . In addition to the foregoing, if the damage to the Building occurs during the last two (b2) years of the Lease Term, Landlord may elect to terminate this Lease as of the date the damage occurred in any event. If this Lease is not terminated following a casualty, rent shall ▇▇▇▇▇ from the date of the occurrence in the event proportion that the holder area of the portion of the Premises rendered unusable by such casualty bears to the entire area of the Premises. The abatement shall continue until the portion of the Premises which ICM: 09/18/02 FORM: AmberJc2.meb Rev. 09/18/02 MTNT-Msty-Office G+TE – AJ Lease F:\wpdata\meb2\Leases\ValeritasLse3.doc 10/16/09 5:30p.m. 9 shall have been damaged shall be rebuilt or repaired. Tenant waives the protection of any indebtedness secured by law which grants a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have tenant the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on a lease in the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration event of the Term. 22.6 In substantial destruction of a leased property, and agrees that the provisions of this paragraph shall govern in the event of any damage or substantial destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestPremises.

Casualty. 22.1 In the event Tenant shall give immediate written notice to Landlord of any damage caused to the Premises or the Building are damaged by fire or other cause casualty. If the Premises is damaged by a fire, explosion, or other casualty (an "Occurrence"), the damage shall promptly be repaired by Landlord subject to this Section, and only to the extent as is necessary to place the Premises in Landlord’s reasonable estimation the same condition as when possession was initially delivered to Tenant, and to the extent of insurance proceeds made available to Landlord specifically for such damage can repair. Should insurance proceeds made available to Landlord specifically for such repair be materially restored within one hundred eighty (180) daysinsufficient for such repair, and Landlord elects not to rebuild or restore the Premises, Landlord shall forthwith repair the same and this Lease shall remain so advise Tenant in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within writing within forty-five (45) days from after the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be madeOccurrence, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the othermay, at any time its option, and within ninety thirty (9030) days after such damageits being advised of Landlord's decision not to rebuild or restore, provide Landlord with at least forty-five (45) days prior written notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option election to terminate this Lease. If such damage occurs and (i) Landlord is not required to repair as provided above, or (ii) the Premises shall be damaged to the extent of seventy-five percent (75%) LEASE AGREEMENT PAGE 8 9 or more of the cost of replacement, Landlord may repair or rebuild the Premises or the building, or terminate this Lease upon notice of such election in writing to Tenant within forty-five (45) days after the Occurrence. If the Occurrence renders forty percent (40%) or less of the Premises untenantable and Tenant does not utilize the portion rendered untenantable, a proportionate abatement of the Rent and Additional Rent shall be allowed from the Occurrence date until the date Landlord completes its work, said proportion to be computed on the basis of the relation which the gross square footage of the untenantable space bears to the floor area of the Premises (but not including any portion of the Premises outside of the building improvements). If more than forty percent (40%) of the Premises is rendered untenantable, and Tenant does not utilize the entire Premises for any purpose, then until Landlord restores it to the condition it was in on the Commencement Date, Rent and Additional Rent shall abat▇. ▇▇ any Occurrence precludes twenty-five percent (25%) or more of the Premises' use by Tenant and less than twelve (12) months remain on the then current term, notwithstanding any of the other provisions of this Section, Landlord shall have no obligation to repair or rebuild unless Tenant, within thirty (30) days of the Occurrence, irrevocably exercises its next option, if any, to extend this Lease. If no such option exists and less than twelve (12) months remain in the term, Landlord shall have no obligation to restore or rebuild. If Landlord shall fail to commence to repair or restore such damage, the Premises in the manner specified in this Lease continuing in full force and effectArticle within forty-five (45) days after the Occurrence, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail proceed to complete such repairs and material restoration within sixty (60) days after with reasonable due diligence, subject to any delays enumerated in Article XV.C. hereof, and subject to the date estimated by Landlord therefor as extended by this Section 22.4provisions of Article XI.E., then, in such event, Tenant may at give Landlord ten (10) days prior written notice of its option and as its sole remedy election either to (i) terminate this Lease by delivering written notice to LandlordLease, within fifteen or (15ii) days after rebuild the expiration of said period of time, whereupon the Lease shall end Premises itself on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control behalf of Landlord. If the Tenant shall so rebuild the Premises, then Tenant shall have the period for restoration, repair or rebuilding shall be extended for right to the amount of time Landlord is so delayed. 22.5 insurance proceeds payable with respect to the Occurrence. Notwithstanding anything to the contrary contained in this Article: (a) Landlord Lease, under no circumstances whatsoever shall not have any Landlord's obligation whatsoever to repairrebuild, reconstructrestore, or restore repair the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any exceed insurance proceeds be applied made available to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermLandlord. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of total or partial destruction of the Premises Building or the Building are damaged Leased Premises by fire or other cause casualty, Landlord agrees promptly to restore and in repair same; provided, however, Landlord’s reasonable estimation obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such damage can of the leasehold improvements as were originally required to be materially restored made by Landlord pursuant to Section 2.02 above, if any. Rent shall proportionately ▇▇▇▇▇ during the time that the Leased Premises or part thereof are unusable because of any such damage, beginning on the date of the casualty. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be repaired or rebuilt within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such damage, Landlord shall notify Tenantinsurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then, in writingcase of a clause (a) casualty, of Landlord’s reasonable estimation of the length of time within which material restoration can be madeeither Landlord or Tenant may, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannotor, in Landlord’s reasonable estimationthe case of a clause (b) casualty, be made within one hundred eighty then Landlord may, upon thirty (18030) days’ written notice to the other party, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating terminate this Lease as of the date of such damagecasualty. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have herein, if any obligation whatsoever to repair, reconstruct, such damage or restore destruction occurs within the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last final twelve (12) months of the Lease Term or any extension thereofhereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to then either party may, in its sole discretion, terminate this Lease by written notice to Landlord the other party made within fifteen thirty (1530) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if or destruction. Tenant waives any right under applicable laws inconsistent with the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions terms of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestparagraph.

Casualty. 22.1 In (a) If the event the Leased Premises are partially or the Building are damaged by totally destroyed due to fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) dayscasualty, Landlord shall forthwith diligently repair the same Improvements, and this Lease Rent shall remain in full force and effect▇▇▇▇▇ proportionately to the portion of the Leased Premises, except that Tenant shall be entitled to a proportionate abatement in rent if any, rendered untenantable from the date of such damagethe casualty until Landlord’s repairs have been substantially completed. Such abatement Tenant agrees that during any period of rent shall be made pro rata in accordance with reconstruction or repair of the Leased Premises, it will continue the operation of the Leased Premises to the extent reasonably practicable. (b) Notwithstanding anything to the contrary contained herein, if the casualty damage to the Leased Premises is such that in the reasonable opinion of a reputable general contractor retained by Landlord (which the damage and the making of such repairs Landlord shall interfere with the use and occupancy by provide to Tenant of the Premises from time to time. Within within forty-five (45) days from after the date of the damage or destruction), such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building reconstruction or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs repair cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration completed within sixty two hundred seventy (60270) days after the date estimated by of the damage or destruction (the “Repair Period”), Landlord therefor as extended by this Section 22.4or Tenant may, Tenant may at its option and as its sole remedy option, terminate this Lease by delivering written on notice to Landlord, the other party within fifteen thirty (1530) days after Landlord delivers to Tenant such general contractor’s opinion, and Tenant shall deliver vacant possession of the expiration Leased Premises in accordance with the terms of said period of timethis Lease. (c) In addition, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything not terminated pursuant to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repairtermination rights set forth above, reconstruct, and Landlord’s reconstruction or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable is not completed within the Repair Period, then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within fifteen thirty (1530) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermRepair Period. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In If during the event Term of this Lease, any portion of the Premises, access to the Premises or any part of the Building are which is essential to the use of the Premises is damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) daysdestroyed, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant effect and Landlord shall be entitled promptly commence to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which repair and restore the damage and or destruction to substantially the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such same condition as would not prevent existed prior to such damage and shall complete such repair and restoration with due diligence in compliance with all then existing laws. Notwithstanding the foregoing, if (1) such damage or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs destruction cannot, in Landlord’s contractor’s reasonable estimationestimate, be made repaired within one hundred eighty 365 days following such damage or destruction; or (1802) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety more than forty percent (9040%) days after such damage, notice terminating this Lease as of the date Building is damaged or destroyed; or (3) any Mortgagee of the Building will not allow the application of insurance proceeds for repair and restoration (pursuant to the terms of such damage. In Mortgagee’s and Landlord’s loan documents); or (4) the event of damage or destruction (including any rent abatement Tenant is, or is anticipated to be, entitled to pursuant to the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing terms hereof) is not covered in full force and effectby Landlord’s Insurance required by Paragraph 16, and subject to the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair deductible, or replace any (5) the damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration destruction occurs within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term of this Lease or any extension thereofhereof, but then Landlord may, in its sole discretion, terminate this Lease by delivery of notice to Tenant within 30 days of the date Landlord learns of the damage; provided, however, in the case of clauses (2) and/or (4) above, if Landlord determines ▇▇▇▇▇▇ agrees in writing to fund the restoration and pay rent hereunder to the extent the loss is not to repair such damages fully covered by Landlord’s insurance, Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right not be entitled to terminate this Lease by notice pursuant to such clauses (2) and/or (4) above so long as Tenant promptly provides Landlord with adequate assurances that such funds are fully and promptly available to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednesse.g., then Landlord shall have the right right, in its sole discretion, to terminate this Lease by delivering written notice of termination to require that Tenant escrow such funds). Further notwithstanding the foregoing, if (i) such damage or destruction cannot, in Landlord’s contractor’s reasonable estimate, be repaired within fifteen 365 days following such damage or destruction, or (15ii) days after such requirement damage or destruction is made by any such holder, whereupon this Lease shall end on not fully repaired within twelve (12) months following the date of such damage as if or destruction, extended to the extent of any delays caused by Tenant and any delays of force majeure, or (iii) the damage or destruction occurs within the last twelve (12) months of the Term of this Lease or any extension hereof, then Tenant may, in its sole discretion, terminate this Lease by delivery of notice to Landlord within 30 days of the date of such the damage were (if Tenant is exercising its right to terminate for the reason set forth in clauses (i) or (iii) above), or within 10 days of the date originally fixed in this Lease of the damage (if Tenant is exercising its right to terminate for the expiration of the Termreason set forth in clause (ii) above). 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In (a) If the event the Premises or Premises, the Building are or Property shall be damaged or destroyed by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled casualty insurable under standard coverage insurance to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant less than twenty-five percent (25%) of the Premises from reasonable replacement value thereof at the time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage or destruction, Landlord shall, except as if such date had been originally fixed in this Lease for otherwise provided herein, repair and/or rebuild the expiration of the Termsame with reasonable diligence. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore with due diligence all trade fixtures, equipment and other installations theretofore installed by Tenant to the extent of Tenant’s obligations as set forth in Exhibit B and damaged or destroyed by such damagefire or casualty. If the Premises, the Building, the Property, or any portion of the Business Park owned by Landlord shall be damaged or destroyed (i) to the extent of twenty-five percent (25%) or more of the reasonable replacement value thereof at the time of such damage or destruction, or (ii) as a result of a risk which is not covered by insurance, or (iii) to any extent by any cause in the last three (3) years of the then current term of this Lease continuing in full force and effect, and (unless Tenant shall have exercised prior to the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from date of said fire or other cause casualty any remaining option to any panelingsextend the term of this Lease), decorationsthen the Landlord may at its sole election restore or rebuild the Premises, partitionsthe Building, additionsthe Property, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on portion of the Premises byBusiness Park, as the case may be, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole controlterminate this Lease. 22.4 In the event that (b) If Landlord should fail elects to complete terminate this Lease by reason of such repairs and material restoration damage or destruction, it shall give Tenant notice of its election within sixty (60) days after the date estimated by such damage or destruction. If Landlord therefor as extended by this Section 22.4is obligated to or elects to repair or rebuild, Landlord shall deliver to Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen seventy-five (1575) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration casualty, Landlord’s good faith estimate of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, time necessary to complete such repair or rebuilding shall be extended for rebuilding. If the amount of estimated time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: completion exceeds two hundred seventy (a270) Landlord shall not have any obligation whatsoever to repairdays, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord given within fifteen thirty (1530) days after Tenant’s receipt of Landlord’s notice; notice of estimated time to completion. If this Lease is not terminated by reason of such casualty damage, Landlord shall restore or rebuild reasonable diligence and Tenant shall replace or restore with reasonable diligence all trade fixtures, equipment and other installations theretofore installed by Tenant and damaged or destroyed by such fire or other casualty. Landlord’s obligation under this Section XIV shall be to restore or rebuild to no greater extent than its obligations in connection with the original construction as set forth in Exhibit B and shall be subject to zoning and building laws then applicable to the Premises. Landlord’s obligation under this Section XIV shall be limited to the proceeds received and retained by Landlord (bnet of any amounts required to be paid to Landlord’s mortgagee) under the insurance policy which is allocable to the Premises, and Landlord shall not be obligated to commence such repairs and/or rebuilding until such insurance proceeds are released to Landlord. Landlord shall not be liable for delays in the event the holder making of any indebtedness secured such repairs which are due to governmental regulations, casualties, strikes, unavailability of labor and materials, and other causes beyond the reasonable control of Landlord. If the actual time to repair or rebuild exceeds two hundred seventy (270) days, Tenant may terminate this Lease by written notice to Landlord given within thirty (30) days after such 270-day period and received prior to completion of such repair or rebuilding, and such termination shall be effective upon receipt by Landlord of such notice. (c) Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from reasonable delays in the making of any such repairs. If the Premises, or any part thereof, shall be damaged or destroyed by fire or other casualty, and if as a mortgage or deed of trust covering result thereof the Premises or Building requires that any insurance proceeds shall be applied to such indebtednessrendered untenantable, then a just proportion of the Rent reserved hereunder shall be suspended or abated according to the extent to which Tenant may be reasonably required to discontinue its business in the Premises until the work of restoration to be done by Landlord as aforesaid shall have be substantially completed. (d) In the right event Landlord elects to terminate this Lease by delivering written notice of pursuant hereto, the effective termination to Tenant within fifteen date shall be not less than thirty (1530) days after such requirement is made by any such holder, whereupon this Lease shall end on the date on which a termination notice is received by Tenant, and the yearly Rent and Additional Rent shall be apportioned as of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termdate. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In Upon the event occurrence of any casualty loss, damage or destruction material to the Premises operation of the Entravision Stations or the Building are damaged by fire Sale Assets prior to the Closing, the Entravision Parties shall promptly give the Univision Parties written notice setting forth in detail the extent of such loss, damage or other destruction and the cause thereof if known. The Entravision Parties shall at their sole cost and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty expense (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled up to a proportionate abatement in rent from the date maximum of such damage. Such abatement of rent shall be made pro rata in accordance with the extent $1,000,000) use commercially reasonable efforts to which the damage promptly commence and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time thereafter to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required diligently proceed to repair or replace any damage such lost, damaged or loss by destroyed property. If such repair or from fire replacement is not fully completed prior to the Closing Date, the Univision Parties may elect at their sole option to postpone the Closing until the Entravision Parties’ repairs have been fully completed (not to exceed ninety (90) days) or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed consummate the Transactions on the Premises byClosing Date, or belonging to, Tenant. Any insurance in which may be carried by Landlord or Tenant against loss or damage event (1) the Entravision Parties shall assign to the Building or Premises shall be for Univision Parties the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant insurance proceeds (less all reasonable costs and expenses, including without limitation attorney’s fees, expenses and court costs incurred by the Entravision Parties to collect such amounts), if any, not previously expended by the Entravision Parties to repair or replace the damaged or destroyed property (such assignment of proceeds to take place regardless of whether the parties close on the scheduled or deferred Closing Date) and (2) the Univision Parties shall accept the damaged Sale Assets in their damaged condition provided that the Entravision Parties have satisfied their insurance obligations in Section 5.1(b) hereof. If the Entravision Parties are unable to complete the repairs within such ninety (90) day period, the Univision Parties shall have the right option to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermAgreement. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, ; strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, ; or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event that the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one two hundred eighty forty (180240) daysdays from the date of such fire or other cause, Landlord shall shall, forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damagedamage and continuing until the earlier of (a) sixty (60) days following the date that the Premises or the Building (as the case may be) have been materially restored (subject, in any case, to the terms and provisions of Section 22.7 below), or (b) the date upon which Tenant has taken occupancy of the Premises for the conduct of its business. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time, except that if (i) such casualty materially and adversely interferes with Tenant’s use of more than fifty percent (50%) of the Premises for the conduct of its business, (ii) such damage by fire other cause was not the result of Tenant’s negligence or willful misconduct, and (iii) Tenant, as a result of such interference, ceases using the entire Premises, then rent shall be abated entirely. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenantmade (the “Target Restoration Date”). For purposes of this Lease, the Building or the Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one two hundred eighty forty (180240) daysdays of the date of such fire or other cause, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelingspaneling, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant, including, without limitation, the Tenant Improvements. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty forty-five (6045) days after the date estimated by Landlord therefor as extended by this Section 22.4Target Restoration Date, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of timeTarget Restoration Date, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by TenantTenant or reasons of Force Majeure, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond then the reasonable control of Landlord, the period for restoration, repair or rebuilding Target Restoration Date shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) , Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises or the Building and both Landlord and Tenant shall have the right to terminate this Lease when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof. Additionally, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event that the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or the Building requires that any a substantial portion of 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. Landlord shall use reasonable efforts to require any such holder to make such determination as soon as is reasonably practicable and shall keep Tenant informed of such developments at reasonable intervals. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request. 22.7 In the event that the Premises or the Building are damaged by fire or other cause and Landlord has proceeded with the restoration of such damage pursuant to Section 22.1, Landlord shall permit Tenant, Tenant’s employees and Tenant’s contractors which have been reasonably approved by Landlord to enter the Premises within a reasonable time prior to the substantial completion of Landlord’s restoration work in order that Tenant may do any work that may be necessary to restore the Tenant Improvements in the Premises to make the Premises ready for Tenant’s occupancy. Such entry shall be subject to the condition that Tenant and Tenant’s contractors work in harmony and not interfere with Landlord, Landlord’s contractors and their agents and subcontractors in doing their work or with any other tenants and occupants of the Building. If at any time such entry shall cause or threaten to cause such disharmony or interference, Landlord, in its reasonable discretion, shall have the right to withdraw and cancel such license upon twenty-four (24) hours written notice to Tenant and any further prior entry shall be prohibited until Tenant shall have cured the source of any such disruption or disharmony. Tenant agrees that any entry into and any occupation of the Premises shall be deemed to be under all of the terms, covenants, conditions and provisions of the Lease (including, without limitation, Tenant’s compliance with the insurance requirements of Article 11 of this Lease), except Tenant shall have no obligation to pay the Monthly Installment of Rent or any form of additional rent until the date which is specified in subsections (a) and (b) in Section 22.1. In addition to any other conditions or limitations on such license to enter the Premises during such restoration period, Tenant expressly agrees that neither it nor any of Tenant’s contractors shall enter the Premises during such restoration period unless and until each of them shall furnish such assurances to Landlord, including but not limited to, insurance coverages, waivers of lien, surety company performance bonds and personal guaranties of individuals of substance, as Landlord shall reasonably require to protect Landlord against any loss, casualty, liability, liens or claims.

Casualty. 22.1 In the event the Premises or the Building are damaged of damage by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled casualty to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time that cannot reasonably be expected to time. Within be repaired within forty-five (45) days from following same or, if the date of Site is damaged by fire or other casualty so that such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can damage to Premises or Site may reasonably be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of expected to substantially disrupt LICENSEE’S operations at the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty more than forty-five (18045) days, Landlord and Tenant shall each have the option of giving the other, then LICENSEE may at any time following such fire or other casualty, provided LICENSOR has not completed within ninety such forty-five (9045) days after the restoration required to permit LICENSEE to resume its operation at the Premises, terminate the applicable SLA by providing prior written notice to LICENSOR. Any such damagenotice of termination shall cause such SLA to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of the applicable SLA, notice terminating this Lease and the Parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the date of such damageother under the SLA. In the event of the giving of such notice, this Lease shall expire and all interest damage or destruction that does not result in termination of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leaseapplicable SLA, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant LICENSEE shall have the right to terminate place a temporary antenna facility and related facilities on the Site during such repair and reconstruction to enable LICENSEE to continue operations without interruption, subject to approval of LICENSEE’S plans by LICENSOR pursuant to Section 10 of this Lease by notice MLA. Notwithstanding the foregoing, all License Fees shall a▇▇▇▇ during the period of such disruption to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in LICENSEE’S operations. Notwithstanding the event the holder of any indebtedness secured by a mortgage or deed of trust covering foregoing, if the Premises at any Interim Site are damaged by fire or Building requires that any insurance proceeds other casualty, LICENSOR shall not be applied obligated to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure repair the Premises and upon may instead terminate the SLA at no cost to LICENSEE for such Interim Site for convenience by providing written notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestLICENSEE.

Casualty. 22.1 In the event (a) If the Premises or the Building are any portion thereof shall be damaged by fire or other cause casualty, rendering the same materially unfit for the operation of the business of Tenant, and if, in the Landlord’s reasonable estimation such damage can judgment, the same cannot reasonably be materially repaired or restored within one hundred eighty twenty (180120) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent days from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making commencement of such repairs repair or restoration, or if Landlord shall interfere with not be obligated to restore the use and occupancy Premises by Tenant reason of the Premises from time terms of subsection (b) below and shall elect not to time. Within forty-five (45) days restore the same, then this Lease shall cease and terminate from the date of such damage, provided that, if any such restoration by Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time not have been completed within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty twenty (180120) day period, then Landlord shall have such additional time as may be reasonably necessary to complete such restoration, provided that such additional time does not exceed one hundred twenty (120) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such noticeif so completed, this Lease shall expire and all interest not be terminated. If this Lease shall so terminate, Tenant shall pay Rent apportioned to the time of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration Tenant may cease any use of the Term; Premises) and shall immediately surrender the Premises to Landlord, without further liability or obligation of Tenant and Landlord hereunder, provided, however, that nothing contained herein shall release Tenant from any liability or obligation arising or incurred prior to the time of such damage or casualty and Tenant’s cessation of use of the Premises. (b) If Landlord shall have determined that any such damage can be repaired within a period of one hundred twenty (120) days from the date of commencement of such repair or restoration, or if construction is delayed because of changesthis Lease shall not have been terminated as hereinabove provided, deletions or additions then in construction requested by Tenanteither such event, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond Landlord shall re-enter and repair said damage and the reasonable control of Landlord, Rent shall be equitably abated for the period for restorationduring which such repairs are being made, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) provided that Landlord shall not have any obligation whatsoever to repair, reconstruct, repair or restore replace any portion of the Premises when other than the damages resulting from improvements originally erected or installed by Landlord at its expense and in place at the time of such fire or other casualty. Notwithstanding anything in this Lease to the contrary, Landlord shall not be obligated to make any restoration and Tenant shall not be obligated to accept any restoration and either party may instead terminate this Lease if (1) such casualty covered by the provisions of this Article 22 shall (A) occur during the last twelve three (123) months years of the then applicable Term, including any extended Term, (exclusive of any unexercised options to extend the Term or any extension thereofwhich may be provided in this Lease, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord unless, within fifteen ten (1510) days after receipt demand made by Landlord after such casualty, Tenant shall elect to extend the Term to the extent permitted by the terms of Landlord’s notice; this Lease, and as a result thereof there shall then be in excess of three (3) years remaining in the Term) and (bB) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen exceeds twenty (1520%) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all usable space of the Building or otherwise prevents Tenant from conducting Tenant’s business at the Premises as Tenant had previously conducted its business, or (2) there may not be adequate insurance proceeds available for use by Landlord shall request(by reason of the requirements of Landlord’s mortgage or otherwise) to pay in full the cost of such restoration.

Casualty. 22.1 (a) If the Improvements shall be damaged or totally destroyed by fire or by extended coverage perils, they shall be repaired or restored according to the provisions contained in this Section, at the cost and expense of Lessee. Lessor shall not be required to contribute in any way toward such repair, and the Improvements involved shall be repaired to a condition which is comparable as nearly as possible to their condition just prior to the damage, subject to applicable law at the time. (b) In the event of a partial or total destruction of the Premises Improvements on the Leased Premises, Lessee shall repair, restore or reconstruct the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored affected Improvements within one hundred eighty (180) daysdays after the receipt by Lessee of fire insurance proceeds, Landlord subject to force majeure, or within a reasonable additional extension period which may be required, to a condition comparable to their condition just prior to such destruction, subject to applicable law at the time. Lessor shall forthwith repair promptly endorse any checks payable to Lessor in connection with such proceeds and shall deliver the same and this Lease shall remain in full force and effectto Lessee or the Insurance Trustee, except that Tenant as the case may be. The proceeds of any such insurance shall be entitled payable as follows: (i) to Lessee to the extent of proceeds not exceeding $_____________, which proceeds ▇▇▇▇▇▇ agrees shall be received in trust to pay the costs of restoration or shall be payable by Lessee, if it so elects, to its sublessee in trust to pay the cost of restoration. (ii) the entire proceeds, in the event the proceeds exceed $____________, to the Insurance Trustee. (c) Upon receipt by the Insurance Trustee of: (i) A certificate of Lessee (a proportionate abatement in rent from "Repair Certificate'") dated not more than twenty (20) days prior to the date of such damage. Such abatement receipt (A) requesting the payment of rent a specified amount of such insurance monies; (B) describing in reasonable detail the work and materials applied to the restoration or replacement of the damaged or destroyed Improvements since the date of the last Repair Certificate of Lessee; (C) stating that such specified amount does not exceed the cost of such work and materials; and (D) stating that such work and materials have not previously been made the basis of any request for or any withdrawal of money; (ii) A certificate of an independent engineer or an independent architect designated by ▇▇▇▇▇▇, who in either case shall be made pro rata duly licensed and shall be approved by Lessor (which approval shall not be unreasonably withheld, conditioned or delayed) stating (A) that the work and materials described in the accompanying certificate of Lessee were satisfactorily performed and furnished and were necessary, appropriate or desirable to the restoration or replacement of the damaged or destroyed Improvements, in accordance with the extent to which plans and specifications therefor; (B) that the damage and amount specified in such Lessee's Repair Certificate is not in excess of the making cost of such repairs shall interfere with work and materials; and (C) the use and occupancy by Tenant estimated additional amount, if any, required to complete the restoration or replacement of the Premises from time damaged or destroyed Improvements; (iii) A written opinion of counsel, who may be counsel for Lessee, reasonably satisfactory to time. Within forty-five (45) days from the date of such damageLessor, Landlord shall notify Tenantdated not earlier than Lessee's Repair Certificate, in writingor, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have at the option of giving Lessee, an endorsement of Lessor's title insurance policy or an updated title insurance policy from a title insurance Lessee acceptable to Lessor, to the othereffect that, as of the date thereof the Leased Premises is not subject to any mechanics' lien or other lien or encumbrance (other than the Leasehold Mortgage) caused by Lessee, its subcontractors, or their respective employees, contractors or agents; the Insurance Trustee shall pay to Lessee the amount requested; provided, however, that the balance of insurance monies deposited with the Insurance Trustee shall not be reduced below the amount specified in such certificate of the independent engineer or the independent architect as the amount required to complete the restoration or replacement of the damaged or destroyed Improvements. Each such payment shall be held by Lessee in trust and shall be used solely for the payment of the costs described in ▇▇▇▇▇▇'s Repair Certificate (or to reimburse Lessee for any portion of such costs which ▇▇▇▇▇▇ has advanced from its own funds). If there shall remain on deposit with the Insurance Trustee any balance of insurance monies after any damaged or destroyed portions of the Improvements shall have been completely restored or replaced, as evidenced by a certificate of such independent engineer or independent architect delivered to the Insurance Trustee, such balance of insurance monies shall be paid to Lessee, provided no Event of Default shall then exist hereunder. Concurrently with ▇▇▇▇▇▇'s delivery to the Insurance Trustee of each of the foregoing certificates and/or legal opinions, Lessee shall deliver duplicate copies thereof to Lessor. Notwithstanding anything to the contrary set forth in this subsection, the Insurance Trustee shall make no further payment of insurance proceeds to Lessee following receipt of a notice from Lessor that an Event of Default exists under this Agreement until and unless instructed by Lessor that such Event of Default has been cured. Lessor shall promptly endorse any checks payable to the order of Lessor in connection with such insurance proceeds and shall deliver the same to Lessee or to the Insurance Trustee, as the case may be. (d) Anything contained in this Section to the contrary notwithstanding, in the event that either (i) a total or substantial destruction of the Project shall occur at any time during the last two (2) years of the Term of this Agreement, or (ii) at any time during the Term a total or substantial destruction occurs but, by reason of a change in law, the Lessee is unable to build the Project as large as existed formerly and Lessee shall notify Lessor that Lessee's Board of Directors has determined in good faith that the leasable area after reconstruction will not be sufficient to make the operation of the Project economically viable, Lessee may elect not to repair, restore or reconstruct the Improvements by sending written notice of such election to Lessor within ninety (90) days after such damagethe destruction shall have occurred. In the event that Lessee shall so elect not to repair, notice terminating this Lease restore or reconstruct, the lease hereby created shall cease as of the date of such damage. In the event of the giving of such noticesaid destruction, this Lease Lessee shall expire and pay all interest of the Tenant in the Premises shall terminate Rent due as of the date of such damage as if such date had been originally fixed in this Lease said destruction, and there shall be no further liability of either Party except for those obligations which expressly survive the expiration or termination of this Agreement. In such event, the insurance proceeds shall be applied in the following order of priority: To payment of the TermLeasehold Mortgage; Remainder to Lessor. In the event that neither Landlord nor Tenant exercises its option to terminate any restoration contemplated in this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, Section is required during the term of any sublease and the rent hereunder shall be proportionately abated as subcontractors thereunder is obligated therefor, provided in Section 22.1. 22.3 Landlord shall such subcontractors does not be required to repair or replace exercise any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice its sublease on account of the casualty necessitating such restoration, the provisions governing such casualty under the applicable sublease shall control provided that such sublease provisions provide for the restoration of the subleased Premises to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in a condition comparable to their condition immediately preceding such casualty, subject to applicable law at the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date time of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termrestoration. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. Tenant For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety sixty (9060) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant, unless such loss is caused by the gross negligence or willful misconduct of Landlord or its agents. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen sixty (1560) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, thereof but if Landlord determines not to repair such damages damages, Landlord shall notify (“Landlord’s Notice”) Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by delivering notice to Landlord within fifteen (15) days after receipt of Landlord’s noticeits intent to terminate; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any a material portion of the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease (so long as Landlord terminates all other leases in the Building similarly affected by such casualty) by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 22.1. In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such substantially the same condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 22.2. If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 22.3. Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 22.4. In the event that Landlord should fail to complete such repairs and material restoration within sixty thirty (6030) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of LandlordLandlord (each, a “Force Majeure Event”), the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 22.5. Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant within thirty (30) days of such damage and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 22.6. In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (a) If the Improvements shall be damaged or totally destroyed by fire or by extended coverage perils, they shall be repaired or restored according to the provisions contained in this Section, at the cost and expense of Lessee. Lessor shall not be required to contribute in any way toward such repair, and the Improvements involved shall be repaired to a condition which is comparable as nearly as possible to their condition just prior to the damage, subject to applicable law at the time. (b) In the event of a partial or total destruction of the Premises Improvements on the Leased Premises, Lessee shall repair, restore or reconstruct the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored affected Improvements within one hundred eighty (180) daysdays after the receipt by Lessee of fire insurance proceeds, Landlord subject to force majeure, or within a reasonable additional extension period which may be required, to a condition comparable to their condition just prior to such destruction, subject to applicable law at the time. Lessor shall forthwith repair promptly endorse any checks payable to Lessor in connection with such proceeds and shall deliver the same and this Lease shall remain in full force and effectto Lessee or the Insurance Trustee, except that Tenant as the case may be. The proceeds of any such insurance shall be entitled payable as follows: (i) to Lessee to the extent of proceeds not exceeding $_____________, which proceeds ▇▇▇▇▇▇ agrees shall be received in trust to pay the costs of restoration or shall be payable by Lessee, if it so elects, to its sublessee in trust to pay the cost of restoration. (ii) the entire proceeds, in the event the proceeds exceed $____________, to the Insurance Trustee. (c) Upon receipt by the Insurance Trustee of: (i) A certificate of Lessee (a proportionate abatement in rent from "Repair Certificate'") dated not more than twenty (20) days prior to the date of such damage. Such abatement receipt (A) requesting the payment of rent a specified amount of such insurance monies; (B) describing in reasonable detail the work and materials applied to the restoration or replacement of the damaged or destroyed Improvements since the date of the last Repair Certificate of Lessee; (C) stating that such specified amount does not exceed the cost of such work and materials; and (D) stating that such work and materials have not previously been made the basis of any request for or any withdrawal of money; (ii) A certificate of an independent engineer or an independent architect designated by ▇▇▇▇▇▇, who in either case shall be made pro rata duly licensed and shall be approved by Lessor (which approval shall not be unreasonably withheld, conditioned or delayed) stating (A) that the work and materials described in the accompanying certificate of Lessee were satisfactorily performed and furnished and were necessary, appropriate or desirable to the restoration or replacement of the damaged or destroyed Improvements, in accordance with the extent to which plans and specifications therefor; (B) that the damage and amount specified in such Lessee's Repair Certificate is not in excess of the making cost of such repairs shall interfere with work and materials; and (C) the use and occupancy by Tenant estimated additional amount, if any, required to complete the restoration or replacement of the Premises from time damaged or destroyed Improvements; (iii) A written opinion of counsel, who may be counsel for Lessee, reasonably satisfactory to time. Within forty-five (45) days from the date of such damageLessor, Landlord shall notify Tenantdated not earlier than Lessee's Repair Certificate, in writingor, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have at the option of giving Lessee, an endorsement of Lessor's title insurance policy or an updated title insurance policy from a title insurance Lessee acceptable to Lessor, to the othereffect that, as of the date thereof the Leased Premises is not subject to any mechanics' lien or other lien or encumbrance (other than the Leasehold Mortgage) caused by Lessee, its subcontractors, or their respective employees, contractors or agents; the Insurance Trustee shall pay to Lessee the amount requested; provided, however, that the balance of insurance monies deposited with the Insurance Trustee shall not be reduced below the amount specified in such certificate of the independent engineer or the independent architect as the amount required to complete the restoration or replacement of the damaged or destroyed Improvements. Each such payment shall be held by Lessee in trust and shall be used solely for the payment of the costs described in ▇▇▇▇▇▇'s Repair Certificate (or to reimburse Lessee for any portion of such costs which ▇▇▇▇▇▇ has advanced from its own funds). If there shall remain on deposit with the Insurance Trustee any balance of insurance monies after any damaged or destroyed portions of the Improvements shall have been completely restored or replaced, as evidenced by a certificate of such independent engineer or independent architect delivered to the Insurance Trustee, such balance of insurance monies shall be paid to Lessee, provided no Event of Default shall then exist hereunder. Concurrently with ▇▇▇▇▇▇'s delivery to the Insurance Trustee of each of the foregoing certificates and/or legal opinions, Lessee shall deliver duplicate copies thereof to Lessor. Notwithstanding anything to the contrary set forth in this subsection, the Insurance Trustee shall make no further payment of insurance proceeds to Lessee following receipt of a notice from Lessor that an Event of Default exists under this Agreement until and unless instructed by Lessor that such Event of Default has been cured. Lessor shall promptly endorse any checks payable to the order of Lessor in connection with such insurance proceeds and shall deliver the same to Lessee or to the Insurance Trustee, as the case may be. (d) Anything contained in this Section to the contrary notwithstanding, in the event that either (i) a total or substantial destruction of the Project shall occur at any time during the last two (2) years of the Term of this Agreement, or (ii) at any time during the Term a total or substantial destruction occurs but, by reason of a change in law, the Lessee is unable to build the Project as large as existed formerly and Lessee shall notify Lessor that Lessee's Board of Directors has determined in good faith that the leasable area after reconstruction will not be sufficient to make the operation of the Project economically viable, Lessee may elect not to repair, restore or reconstruct the Improvements by sending written notice of such election to Lessor within ninety (90) days after such damagethe destruction shall have occurred. In the event that Lessee shall so elect not to repair, notice terminating this Lease restore or reconstruct, the lease hereby created shall cease as of the date of such damage. In the event of the giving of such noticesaid destruction, this Lease Lessee shall expire and pay all interest of the Tenant in the Premises shall terminate Rent due as of the date of such damage as if such date had been originally fixed in this Lease said destruction, and there shall be no further liability of either Party except for those obligations which expressly survive the expiration or termination of this Agreement. In such event, the insurance proceeds shall be applied in the following order of priority: To payment of the Term. Leasehold Mortgage; Remainder to Lessor. (e) In the event that neither Landlord nor Tenant exercises its option to terminate any restoration contemplated in this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, Section is required during the term of any sublease and the rent hereunder shall be proportionately abated as subcontractors thereunder is obligated therefor, provided in Section 22.1. 22.3 Landlord shall such subcontractors does not be required to repair or replace exercise any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice its sublease on account of the casualty necessitating such restoration, the provisions governing such casualty under the applicable sublease shall control provided that such sublease provisions provide for the restoration of the subleased Premises to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in a condition comparable to their condition immediately preceding such casualty, subject to applicable law at the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date time of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termrestoration. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (a) In the event the Leased Premises or the Building are is damaged by fire fire, explosion or any other cause and in Landlord’s reasonable estimation such damage can casualty which cannot be materially restored by Lessor to its original condition within one hundred eighty ninety (18090) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent days from the date of such damage. Such abatement of rent shall be made pro rata in accordance with casualty, or if the extent to which Leased Premises are totally destroyed by such casualty, then both the damage Lessee and the making Lessor have the right to terminate this Lease upon written notice to the other party within thirty (30) days of the date of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time casualty. (b) If neither party elects to time. Within so terminate, Lessor shall, within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event casualty, commence actual construction and restoration of the giving of such notice, this Lease shall expire Leased Premises to its original condition and all interest proceed with due diligence until completed. Any changes in the restoration required by Lessee which increases the cost of the Tenant in restoration shall be paid for by the Premises Lessee. During such restoration, Lessor shall terminate as keep the parking areas free and clear of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that debris and materials and vehicles. (c) If neither Landlord nor Tenant exercises its option party has elected to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, Lessor for any reason fails to commence the actual construction and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty forty-five (6045) days after the date estimated of written notice from Lessee of the casualty, or commences within such time period but fails to complete the actual construction and restoration within forty-five(45) days after such commencement, then Lessee shall have the right, but not the obligation, to: (1) perform the restoration at the sole cost and expense of Lessor in which event the insurance proceeds shall be either paid to Lessee from any escrow or otherwise reimbursed by Landlord therefor as extended by Lessor to Lessee, and in addition thereto, Lessor shall reimburse Lessee for any cost or expense incurred in excess of the insurance proceeds to complete the restoration and if Lessor fails to promptly reimburse Lessee then Lessee shall be entitled to exercise the remedies set forth in this Section 22.4, Tenant may at its option Lease; (2) seek specific performance to require Lessor to commence and as its sole remedy diligently complete their restoration; (3) terminate this Lease by delivering upon thirty (30) days written notice to LandlordLessor without waiving Lessee's right to damages for Lessor's failure to perform. The rights granted herein shall be in furtherance, and not in limitation, of all other rights of Lessee under the Lease or at law or in equity; or (d) in the event the Leased Premises are damaged in excess of fifty percent (50%) of replacement cost (excluding excavation and foundation) during the last two (2) years of the Term of the Lease, Lessor or Lessee may elect to terminate this Lease upon written notice to the other within fifteen thirty (1530) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Termcasualty; provided, however, if Lessor notifies Lessee that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything it intends to the contrary contained in terminate this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of Lease under this Article 22 occur during the last twelve (12) months of the Term or any extension thereofSection, but if Landlord determines Lessee does not desire to repair do so and elects to exercise an unexercised option to renew this lease by giving Written notice to Lessor of such damages Landlord shall notify Tenant and if election within such damages shall render any material portion of the Premises untenantable Tenant thirty (30) day period, then Lessor shall have the no right to terminate this Lease under this Section and shall promptly commence and diligently complete the restoration. (d) If the casualty, repairing, or rebuilding shall render the Leased Premises untenantable, or in a condition which renders the Leased Premises inaccessible by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Lessee's customers, in the event the holder of any indebtedness secured by a mortgage whole or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessin part, then Landlord a proportionate abatement of the rent shall have be allowed from the right date when the damage occurred until the date Lessor completes its work, said proportion to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end be computed on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration basis of the Term. 22.6 In relation which the event gross square foot area of any damage or destruction the space rendered untenantable bears to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all floor space of the property belonging Leased Premises. If Lessor is required or elects to Tenant or its licensees from such portion or all of repair the Building or Leased Premises as Landlord herein provided, Lessee shall requestreplace its stock in trade, fixtures, furniture, furnishings, floor coverings and equipment.

Casualty. 22.1 In the event of total or partial destruction of the Premises Building or the Building are damaged Leased Premises by fire or other casualty, Landlord agrees to promptly restore and repair the Leased Premises; provided, however, Landlord's obligation hereunder shall be limited to the reconstruction of such of the tenant finish improvements as were originally required to be made by Landlord, if any. Rent shall proportionately abate during the time that the Leased Premises or part thereof are unusab▇▇ ▇▇cause and in Landlord’s reasonable estimation of any such damage can damage. Notwithstanding the foregoing, if the Leased Premises are (i) so destroyed that they cannot be materially restored repaired or rebuilt within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of casualty date; or (ii) destroyed by a casualty which is not covered by the insurance required hereunder or, if covered, such damage, Landlord shall notify Tenantinsurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then, in writingcase of a clause (i) casualty, either Landlord or Tenant may, or, in the case of Landlord’s reasonable estimation of a clause (ii) casualty, then Landlord may, upon thirty (30) days' written notice to the length of time within which material restoration can be madeother party, and Landlord’s determination shall be binding on Tenantterminate this Lease with respect to matters thereafter accruing. For purposes Tenant waives any right under applicable laws inconsistent with the terms of this Lease, the Building or Premises shall be deemed “materially restored” if they are paragraph and in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of a destruction agrees to accept any offer by Landlord to provide Tenant with comparable space within the giving project in which the Leased Premises are located on the same terms as this Lease. Notwithstanding the provisions of this paragraph, if any such notice, this Lease shall expire and all interest damage or destruction occurs within the final two (2) years of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leaseterm hereof, then Landlord shall repair or restore such damageLandlord, this Lease continuing in full force and effectits sole discretion, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelingsmay, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage without regard to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4aforesaid 180-day period, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or case of any damage to the Building are damaged on the Lot by fire or other cause and in Landlord’s reasonable estimation such damage can casualty occurring during the term of this Lease or previous thereto, which renders the Premises wholly untenantable so that the same cannot be materially restored repaired within one hundred eighty twenty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45120) days from the date happening of such damage, Landlord shall notify Tenantthen the term hereby created shall, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have at the option of giving the otherLandlord or Tenant, at any time within ninety (90) days after such damage, notice terminating this Lease as of terminate from the date of such damage. In the event Landlord elects to terminate the Lease for any reason which is due to the inability to restore the same within the one hundred twenty (120) day period, Landlord shall so notify Tenant within thirty (30) days of the giving of such notice, this Lease shall expire and all interest happening of the fire or casualty, and in such event Tenant in shall immediately surrender the Premises and shall terminate as of pay rent only to the date time of such damage as if such date had been originally fixed in and Landlord may re-enter and repossess the Premises free and clear of any rights of Tenant under this Lease for the expiration of the TermLease. In the event that neither Landlord nor can restore the Premises within one hundred twenty (120) days, it shall so notify Tenant exercises its option to terminate this Lease, then Landlord within thirty (30) days after the happening of the fire or casualty and the Lease shall repair or restore such damage, this Lease continuing remain in full force and effecteffect during the period of Landlord's restoration, except that rent and additional rent shall ▇▇▇▇▇ while the repairs and restoration are being made, but the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material recommence upon restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration delivery of the Term. 22.6 In the event of any damage or destruction to the Building or Premises same by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost Tenant. Landlord agrees that it will undertake reconstruction and expense, such portion of all restoration of the property belonging to Tenant or its licensees from such portion or all of the Building or damaged Premises as Landlord shall requestwith due diligence and reasonable speed and dispatch.

Casualty. 22.1 In the event of total or partial destruction of the Building or the Premises or obstruction of access to the Building or Premises by fire or other casualty, Landlord agrees promptly to restore and repair same; provided, however, Landlord’s obligation hereunder with respect to the Premises shall be limited to the reconstruction of such of the leasehold improvements as were originally required to be made by Landlord pursuant to Exhibit B, if any. Rent shall proportionately ▇▇▇▇▇ during the time that the Premises or part thereof are unusable because of any such damage to either the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageBuilding. In the event of the giving of such notice, this Lease shall expire and all interest total or partial destruction of the Tenant in Parking Facility or obstruction of access thereto by fire or other casualty, Landlord agrees promptly to restore and repair the Parking Facility (or to cause the same to occur); provided, however, Rent shall not ▇▇▇▇▇ so long as Landlord provides a reasonable alternative for vehicle parking together with transportation to the Building, if reasonably required. Notwithstanding the foregoing, if Landlord determines that the Premises shall terminate as of (or the date of Parking Facility, if no reasonable alternative is provided) are (i) so destroyed that they cannot be repaired or rebuilt within two hundred ten (210) days from the casualty date; or (ii) destroyed by a casualty that is not covered by the insurance required hereunder (which is not required by Landlord) or, if covered, such damage as insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Premises (or the Parking Facility, if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leaseapplicable), then Landlord shall repair or restore give written notice to Tenant of such damage, this Lease continuing in full force and effect, and determination (the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration “Casualty Notice”) within sixty (60) days of such casualty. In case of a clause (i) casualty, either Landlord or Tenant may, or, in the case of a clause (ii) casualty, then Landlord may, by giving written notice to the other party within thirty (30) days’ after Landlord’s delivery of the date estimated by Landlord therefor as extended by this Section 22.4Casualty Notice, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice with respect to Landlord, within fifteen (15) days after matters thereafter accruing. Tenant waives any right under applicable laws inconsistent with the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions terms of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termparagraph. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of any fire or other casualty affecting all or any part of the Premises, or any of the public areas of the Building adjacent to or leading to the Premises, then within sixty (60) days after such fire or other casualty Landlord shall notify Tenant of the length of time required to complete the restoration thereof and (i) if restoration of the Premises or of the public areas of the Building adjacent to or leading to the Premises shall be reasonably estimated to require more than 120 days to complete from the date of such casualty; or (ii) the Premises or the public areas of the Building adjacent to or leading to the Premises are not restored within 150 days after the date of such casualty, then, in either such instance Tenant shall have the right, exercisable by notice to Landlord given on or before the thirtieth (30th) day after the date of receipt by Tenant of the notice required under (i) above or after the expiration of the time period set forth in (ii) above, as the case may be, to terminate this Lease effective not less than thirty (30) days after the date of such Tenant's notice (except that if the circumstances set forth in (ii) above are applicable, and Landlord completes such restoration before the effective date of such termination, such termination shall be deemed a nullity). In the event the Premises or the Building are completely destroyed or so damaged by fire or other cause and in Landlord’s reasonable estimation such damage can hazard that they cannot reasonably be materially restored within one hundred eighty (180) daysused by Tenant for the purposes herein provided, Landlord shall forthwith repair the same and this Lease shall remain in full force and effectis not terminated as above provided, except that Tenant then there shall be entitled to a proportionate abatement in rent from the date of such damage. Such total abatement of rent shall be Rent until said Premises are made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify usable for Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage's business purpose. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair are partially destroyed or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss damaged by or from fire or other cause to any panelingshazard so that they can only be partially used by Tenant for the purposes herein provided, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may then there shall be carried by Landlord or Tenant against loss or damage a partial Rent abatement corresponding to the Building or time and extent to which said Premises shall cannot be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested used by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In The risk of any loss, or damage or destruction to any of the event the Premises or the Building are damaged by Assets from fire or other casualty or cause and in Landlord’s reasonable estimation such shall be borne by Company at all times prior to the Effective Time. Upon the occurrence of any material loss or damage can be materially restored within one hundred eighty to any of the material Assets as a result of fire, casualty or other causes prior to the Effective Time (180) days"Affected Assets"), Landlord Company shall forthwith repair immediately notify Purchaser of the same in writing, stating with particularity the extent of loss or damage incurred, the cause thereof, if known, and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage restoration, replacement and the making of such repairs shall interfere with the use and occupancy by Tenant repair of the Premises from time to timeAffected Assets lost or destroyed will be reimbursed under any insurance policy with respect thereto. Within forty-five (45) days from the date of such damage, Landlord Purchaser shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the otheroption, at any time exercisable within ninety ten (9010) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date receipt of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration from Company to take one of the Term; following courses of action (and the Closing Date and the Effective Time will be extended if necessary to provide such a ten (10) day period): (a) Postpone the Effective Time (and the Closing if it has not occurred) until such time as such Affected Assets have been completely repaired, replaced or restored by Company (provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder loss or damage incurred with respect to the Affected Assets less the insurance proceeds with respect to such Affected Assets exceeds $5,000,000.00, Purchaser may not elect this option without the agreement of Company failing which Purchaser may exercise its rights under clause (c) of this Section 8.01); or (b) Elect to maintain the Effective Time then in effect (and to consummate the Closing if it has not already occurred) and accept the Affected Assets in their "then" condition, in which event Company shall assign to Purchaser all rights under any indebtedness secured by a mortgage or deed of trust insurance claim covering the Premises loss and pay over to Purchaser any proceeds under any such insurance policy theretofore received by Company with respect thereto; or (c) Decline to close, or, if the Closing has occurred, to rescind the Closing, but only if loss or Building requires that any insurance proceeds damage exceeds twenty percent (20%) of the Purchase Price. If Purchaser so elects, this Agreement shall be applied to such indebtedness, then Landlord terminated and the parties hereto shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holderno further rights, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termduties or obligations hereunder. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the leased Premises or the Building are damaged is destroyed or injured by fire fire, earthquake or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled casualty to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which that they are no longer satisfactory for the damage and the making conduct of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant's business, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building whole or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasepart, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required ▇▇▇▇▇▇▇▇ will engage a registered architect to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration certify within sixty (60) days after such destruction or injury to Landlord and Tenant the amount of time needed to restore the Building and the Premises to substantially the same condition as existed immediately prior to the casualty. If the time needed to so restore the Building and Premises exceeds twelve (12) months from the date estimated by of the casualty, then either the Landlord therefor as extended by this Section 22.4, or Tenant may at its option and as its sole remedy terminate this Lease by delivering written giving the other party such notice to Landlord, of termination within fifteen thirty (1530) days after the expiration notifying party's receipt of said period the architect's certificate. If a casualty causes damages to the Building and this Lease is not terminated by either party under the provisions of timethis section, whereupon then Landlord shall diligently rebuild and restore the Lease Building and the Premises. Upon a casualty event, the rent shall end be abated equitably on a per diem basis for the portion of the Premises that is unfit for occupancy commencing upon the date of such notice the casualty and ending on the completion of the repair and restoration so as to permit ▇▇▇▇▇▇'s full and regular occupancy thereof or such later date fixed in such notice as if the date earlier termination of such notice was this Lease. During any period of abatement of rent due to casualty or destruction of the date originally fixed in Premises, unless this Lease has been terminated, Landlord shall use its best efforts to locate comparable space for Tenant at the expiration fair market rate not to exceed ▇▇▇▇▇▇'s rental rate hereunder. Landlord shall not be liable for any consequential damages by reason of inability, after use of its best efforts, to locate alternative space comparable to the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Premises. Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore -14- <PAGE> Section 17(a). if the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during occurs in the last twelve eighteen (1218) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion then current term of the Premises untenantable Lease, either Landlord or Tenant shall have the right to may terminate this Lease by notice to Landlord within fifteen upon thirty (1530) days after receipt of Landlord’s written notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event A. If the Premises or the Building any part thereof are damaged by fire or other casualty, Tenant shall give immediate notice to Landlord. Landlord shall have the right to cause and in Landlord’s reasonable estimation such damage can to be materially restored repaired within thirty (30) days from the casualty. If the Premises are not rendered tenantable within said thirty (30) day period, either party shall have the option to cancel this Lease. Upon such election to cancel rent shall be payable only to the date of the casualty. All repairs to and replacements of Tenant’s Property and Improvements shall be made by, and at the expense of Tenant. To the extent that the Premises have been rendered unfit for use and occupation hereunder by reason of such damage, a portion of the Base Rent as adjusted in accordance with Section 4 hereof shall be abated until the Premises shall have been restored. Landlord shall not be liable for delays in the making of any repairs to the Premises which are due to governmental regulations, casualties and strikes, unavailability of labor and materials, and other causes beyond the control of Landlord, nor shall Landlord be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from delays in repairing such damage to the Premises; provided, however, that during any such period of delay, Base Rent as adjusted in accordance with 4 hereof shall be equitably abated. B. If the Building or any part thereof is so damaged by such fire or other casualty that substantial alteration or reconstruction of the Building shall be required, then this Lease may be terminated at the election of either party by giving a written notice of termination to the other party within one hundred eighty (180) daysdays following such fire, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageother casualty. In the event of the giving of any such noticetermination, this Lease shall expire as of such effective termination date and all interest of the Tenant Base Rent, as adjusted in the Premises accordance with Section 8 hereof, shall be apportioned and terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1casualty. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In (a) If prior to the event Subsequent Closing, the Premises Property is damaged or the Building are damaged destroyed by fire or other cause casualty, the Contributor’s Representative shall promptly, but in any event within five (5) Business Days and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) daysprior to the Subsequent Closing, Landlord shall forthwith repair notify the Partnership of the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from (the date “Casualty Notice”). If the cost of such damage. Such abatement of rent shall be made pro rata in accordance with restoring the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises Property is less than One Hundred Thousand Dollars ($100,000.00), the Partnership shall be for obligated to acquire the sole benefit Interests notwithstanding the occurrence of the party carrying damage or destruction and upon the Subsequent Closing, the Partnership shall receive a credit against the Agreed Contribution Value in the amount (net of collection costs and costs of repair reasonably incurred by the Contributor and not then reimbursed) of any insurance proceeds collected and retained by the Contributor or the Contributed Entity as a result of any such damage or destruction plus (in the case of damage) the amount of the deductible portion of the applicable Person’s insurance policy and the Contributor shall cause the applicable Person to assign to the Partnership all rights to such insurance and under its sole controlproceeds as shall not have been collected prior to the Subsequent Closing. 22.4 In (b) If the event that Landlord should fail cost of restoring the damage to complete such repairs and material restoration within sixty the Property is One Hundred Thousand Dollars (60$100,000.00) days after or more, the date estimated by Landlord therefor as extended by this Section 22.4, Tenant Partnership may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, elect within fifteen (15) days after the expiration Business Days of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration its receipt of the Term; providedCasualty Notice, howevertogether with the documented estimated costs of restoring the damage, that and the Subsequent Closing Date shall, if construction is delayed because of changesnecessary, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for to give the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to Partnership the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months benefit of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within entire fifteen (15) days after receipt Business Day period, either (x) to terminate this Agreement by notifying the Contributor in writing whereupon the Contributor and the Partnership shall have no further obligations or liabilities hereunder except for those obligations or liabilities which expressly survive the termination of Landlord’s notice; this Agreement, or (y) to consummate the transactions contemplated hereby, notwithstanding the occurrence of the damage or destruction and (b) upon the Subsequent Closing, the Partnership shall receive a credit against the Agreed Contribution Value in the event amount (net of collection costs and costs of repair reasonably incurred by the holder Contributor and not then reimbursed) of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied collected and retained by the Contributor or the Contributed Entity as a result of any such damage or destruction or otherwise denied to the Partnership by the insurance provider plus (in the case of damage) the amount of the deductible portion of the applicable Person’s insurance policy and the Contributor shall cause the applicable Person to assign to the Partnership all rights to such indebtedness, then Landlord insurance proceeds as shall not have been collected prior to the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration Subsequent Closing. Failure of the TermPartnership to give such notice within the time prescribed above shall be deemed an election by the Partnership to proceed in accordance with clause (x) above. 22.6 (c) The risk of loss to the Property shall pass to the Partnership upon the Initial Closing. (d) In the event of any damage or destruction a disagreement between the Contributor’s Representative and the Partnership as to whether a casualty satisfies a threshold set forth in this Section 2.4, the determination of the independent insurance adjuster pursuant to the Building or Premises by any peril covered by applicable Person’s casualty insurance policy covering the provisions of this Article 22, it Property shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestbinding.

Casualty. 22.1 (a) In the event that all or a portion of the Premises and/or the Property is damaged or the Building are damaged destroyed by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored casualty, then within one hundred eighty (180) days30 -days of the fire or other casualty, Landlord shall forthwith provide written of L▇▇▇▇▇▇▇’s estimate of the time period needed to repair or rebuild the Premises and/or Property and shall proceed with reasonable dispatch, to rebuild or repair the same Premises and/or Property to substantially the condition that existed at the time of such damage or destruction, and this Lease shall remain in full force and effect, except subject to the abatement of Rent set forth in Section 28(b) hereof. Notwithstanding the foregoing to the contrary, in the event that (i) in Landlord’s reasonable estimation of such repair and restoration cannot be not completed within one hundred eighty (180) days following the date of such damage; or (ii) less than one (1) year is then remaining on the Term at the time of the damage, then in any such case either Landlord or Tenant shall have the option to terminate this Lease, which election shall be given no later than 30-days following the date of Landlord’s notice estimating the time period of the restoration, and the effective date of such termination shall not be less than thirty (30) nor more than sixty (60) days after the giving of such notice exercising the termination right. In the event such notice is given, this Lease shall expire and all interest of Tenant in the Premises and this Lease shall terminate on the date specified in the notice. In such event, the Rent, reduced by the applicable proportionate reduction, shall be paid up to the date of termination. Landlord shall refund to Tenant the Rent theretofore paid for any period of time subsequent to such date. (b) If the damage to the Premises is not caused in whole or in material part by the fault or neglect of Tenant or its employees, invitees, contractors, subcontractors, licensees, subtenants or agents, then Tenant shall be entitled to a proportionate abatement in rent an equitable reduction of Rent from the date of the occurrence until such damagerepairs are completed. Such abatement of rent equitable reduction shall be made pro rata in accordance with based upon Landlord’s reasonable estimate of the extent to which the damage occurrence and the making of such repairs shall interfere with the use and occupancy business carried on by Tenant in the Premises. The provisions of any law now or hereafter passed authorizing the termination of this Lease upon the partial or complete destruction of the Premises from time to time. Within forty-five are hereby waived by T▇▇▇▇▇. (45c) days from In the date of such damageevent Landlord is obligated to, or elects to, repair or restore the Premises, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option obligated to terminate this Lease, then Landlord shall repair or restore only such damageportions of the subject Premises which were originally provided by Landlord at Landlord’s expense and, this all terms of the Lease continuing shall continue to be in full force and effect, and the rent hereunder effect recognizing that in no event shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss expend more than the insurance proceeds made available to Landlord by or from reason of the fire or other cause to casualty. The repair or restoration of any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures of Tenant’s alterations or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance of Tenant which may be carried by Landlord or Tenant against loss or damage to the Building or Premises was not provided at Landlord’s expense shall be for the sole benefit obligation of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the TermTenant; provided, however, that if construction is delayed because Landlord shall make available to Tenant, on such terms and conditions as Landlord may reasonably require, all insurance proceeds actually received by Landlord with regard to Tenant’s permanent leasehold improvements. In no event shall Tenant be entitled to any compensation for damage or loss of changesthe use of all or any part of the Premises or any inconvenience, deletions annoyance or additions interruption or loss of business or for any other damage whatsoever occasioned by any such damage, destruction, repair or restoration, irrespective of the negligence of Landlord or any of its employees, invitees, contractors, subcontractors, licensees, subtenants or agents, except to the extent caused in construction requested whole or in part by the gross negligence or intentional misconduct of Landlord, its employees, invitees, contractors, subcontractors, licensees, subtenants or agents. If Landlord fails to repair and restore the portion of Premises leased by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have has the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termlease. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises With respect to each Cemetery, if any Improvements, or the Building are any part thereof, shall be damaged or destroyed by fire or other cause and casualty, or ordered to be demolished by the action of any public authority in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) daysconsequence of a fire or other casualty, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the othershall, at any time within ninety (90) days after such damageits expense, notice terminating this Lease as of the date of such damage. In the event of the giving of such noticeproceed, this Lease shall expire and with all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasereasonable dispatch, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any rebuild such Improvements, or what may remain thereof, so as to restore them as nearly as practicable to the condition they were in immediately prior to such damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Termdestruction; provided, however, that if construction is delayed because Tenant shall be under no obligation to repair or rebuild any Improvements constructed by Tenant to the extent that the failure to do so would not materially impair the ability to operate the Cemetery in question in the same manner in which it was operated immediately prior to the Commencement Date. All proceeds of changesinsurance, deletions whether paid to Tenant or additions in construction requested Landlord, shall be made available to Tenant for the purpose of restoring such damage or destruction provided, however, that all proceeds of insurance payable with respect to Improvements constructed by Tenant shall be paid to Tenant. To the extent that the Tenant does not rebuild or repair any Improvement constructed by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything the insurance proceeds received and retained by Tenant shall be deducted from the original cost of such Improvement for the purpose of calculating the unamortized amount payable to Tenant for Development Capital Expenditures and Capital Equipment Expenditures, as applicable, under Section 9.3.2(c)(i) and Section 9.3.2(c)(ii), respectively. In no event shall the contrary contained Fixed Rent reserved in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstructLease, or restore the Premises when the damages resulting from any casualty covered by the provisions item of this Article 22 occur during the last twelve (12) months of the Term or Additional Rent provided for here, be abated to any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) extent in the event of a fire or other casualty, regardless of the holder extent of any indebtedness secured by a mortgage or deed the damage and regardless of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date utility of such damage as if Improvements, or portions thereof, remaining undamaged at the date of such damage were the date originally fixed in this Lease for the expiration of the TermCemetery. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In (a) If at any time during the Term of this Lease, including any extension or renewal thereof, the Building is damaged by fire or other casualty, then, unless this Lease is terminated by Landlord as hereinafter provided, Landlord shall be obligated to promptly commence, and thereafter prosecute with reasonable diligence, the reconstruction, restoration and repair of the Building and the Premises to a condition substantially equivalent to that existing immediately prior to the casualty. If the damage renders the Premises inaccessible or untenantable in whole or in part, the Rent provided for herein shall ▇▇▇▇▇ thereafter as to the portion of the Premises so affected until such time as same is accessible and restored to a tenantable condition, as reasonably determined by Landlord. (b) If (i) the Building is damaged to an extent that Landlord's good faith estimate of the cost of reconstruction, restoration and repair thereof exceeds sixty percent (60%) of the replacement cost of the Building, (ii) the reconstruction, restoration and repair of the Premises or the Building cannot with reasonable diligence be completed within two hundred seventy (270) days after the casualty, or (iii) the casualty occurs during the last twelve (12) calendar months of the Term of this Lease, then in any such event Landlord shall have the right, exercisable by written notice given to Tenant at any time within thirty (30) days after the occurrence of the casualty, to elect not to reconstruct, restore or repair the Premises, and in such event this Lease shall be terminated in all respects effective as of the date of the casualty, all Rent shall be prorated to the date of the casualty, and the parties hereto shall be released from any obligations thereafter accruing under this Lease (except as otherwise provided herein). Notwithstanding the foregoing, in the event the Premises or the Building are is damaged by fire or other cause and in Landlord’s reasonable estimation a casualty such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled is prevented from conducting its business in the Premises in a manner reasonably comparable to a proportionate abatement in rent from the date of that conducted immediately before such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which casualty and Landlord estimates that the damage and caused thereby cannot be repaired within two hundred ten (210) days after the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time casualty, which notice Landlord agrees to time. Within provide within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasecasualty, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, Landlord of its election to terminate within fifteen thirty (1530) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration from landlord of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount estimate of time Landlord is so delayedneeded to repair the damage. 22.5 (c) Notwithstanding anything to the contrary contained in this Article: (a) Section 6.3, in no event shall Landlord shall not have any obligation whatsoever be required to repair, expend more to reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to and repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises than the amount actually received by any peril covered by Landlord from the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all proceeds of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestinsurance carried by Landlord.

Casualty. 22.1 In If the event the Leased Premises or any other part of the Building or the Property are damaged by fire or other cause casualty, the damage shall be repaired by and in at the expense of Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and unless this Lease shall remain in full force and effectis terminated as herein after provided. Until such repairs are completed, except that Tenant the Base Rent shall be entitled abated in proportion to a proportionate abatement in rent from the date part of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to Leased Premises which the damage and the making of such repairs shall interfere with the use and occupancy is unusable by Tenant in the conduct of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of its business and for the length of time within which material restoration can be madethat such condition persists; provided however, and Landlord’s determination there shall be binding no abatement of Base Rent (a) if the Leased Premises (or any portion thereof) are unusable for a period of fifteen (15) days or less, (b) if the damage is due to the fault or neglect of Tenant or any subtenant, or any agents, employees, servants, invitees, permittees or licensees thereof; nor shall there be any abatement of Base Rent on Tenant. For purposes account of this Lease, damage to the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use any other part of the Property unless such damage includes damage to the Leased Premises for or prevents access to the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageLeased Premises. In the event of fire or other casualty to the giving Leased Premises or the Building, if said fire or other casualty results in the total destruction of such noticethe Building, this Lease shall expire and all interest of the Tenant in the Premises shall automatically terminate as of the date of such damage as if such date had been originally fixed in this Lease for said destruction. If the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force Leased Premises are damaged and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss made untenantable by or from fire or other cause to any panelingscasualty, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried and if a registered architect selected by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit should certify that repair and rehabilitation of the party carrying such insurance Leased Premises cannot be accomplished by using standard working methods, procedures and under its sole control. 22.4 In materials so as to make the event that Landlord should fail to complete such repairs and material restoration Leased Premises tenantable within sixty one hundred twenty (60120) days after from the date estimated by Landlord therefor as extended by this Section 22.4rehabilitation is started, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant either party shall have the right to terminate this Lease by giving to the other party notice to Landlord of such election within fifteen (15) days after receipt of Landlord’s notice; the architect's certificate of decision. If the common areas and facilities, if any, within the Building are damaged by fire or other casualty, and if a registered architect selected by Landlord should certify that repair and rehabilitation of such common areas and facilities cannot be accomplished by using standard working methods, procedures and materials so as to restore such common areas and facilities within one hundred twenty (b120) in days from the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessdate rehabilitation is started, then Landlord shall have the right to terminate this Lease by delivering written giving to Tenant notice of termination to Tenant such election within fifteen (15) days after receipt of the architect's certificate of decision. If any material portion of the Building is damaged by fire or other casualty, and if the casualty results from an uninsured risk under standard broad form of fire and extended coverage insurance policies then Landlord may, by written notice to Tenant within sixty (60) days of such requirement is made by damage, elect to terminate this Lease. In any such holdercase of termination of this Lease, whereupon this Lease all rent and other charges shall end be apportioned on a per diem basis and be paid to the date of such termination. Nothing herein shall be construed as a limitation of Tenant's liability for any damage as if to the date of such damage were Leased Premises, to the date originally fixed in this Lease for the expiration Building, or to any other part of the TermProperty, should such liability otherwise exist. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In If, during the event the Premises or Term, the Building and other Improvements that are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant part of the Premises are totally or partially destroyed from time to time. Within forty-five any cause rendering the Premises totally or partially inaccessible or unusable (45) days from the date of such damage“Casualty”), then Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the right at Landlord's option of giving the other, at any time to give written notice to Tenant within ninety (90) days after the date of the occurrence of such damagedamage of Landlord's intention to either: (i) repair such damage as soon as reasonably possible at Landlord's expense, notice terminating or (ii) terminate this Lease as of the date of the occurrence of such damage. In If Landlord elects to repair the event of damage, and if the giving cost of such noticerepairs does not exceed the amount of insurance proceeds received by Landlord from Tenant's Insurance pursuant to Section 6 above, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date on account of such damage as damage, and if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leaserestoration can be made under then existing Laws and can be completed within ninety (90) working days after obtaining all necessary permits therefor, then Landlord shall repair or restore such damage, this Lease continuing the Building and Improvements to substantially the same condition as they were in full force and effect, and immediately before destruction. If the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall restoration cannot be required to repair or replace any damage or loss by or from fire or other cause to any panelingsso made, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, then within fifteen (15) days after the expiration of said period of time, whereupon parties determine that the Lease shall end on the date of such notice or such later date fixed in such notice restoration cannot be made as if the date of such notice was the date originally fixed stated in this Section 12.1, Tenant can terminate this Lease for immediately by giving written notice to Landlord. If the expiration of existing Laws do not permit the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to either party can terminate this Lease by giving ninety (90) days prior written notice to Landlord within fifteen (15) days after receipt the other party. In case of Landlord’s notice; and (b) in the event the holder destruction, there shall be an abatement or reduction of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessRent, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on between the date of such damage as if destruction and the date of such damage were completion of restoration if restoration takes place, or the date originally fixed in this of termination if the Lease for is terminated, based on the expiration extent to which the destruction actually interferes with ▇▇▇▇▇▇'s use of the TermPremises. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of a fire or other casualty in the Leased Premises, Tenant shall immediately give notice thereof to Landlord. If the Leased Premises or the Building are damaged shall be partially destroyed by fire or other cause and casualty so as to render the Leased Premises untenantable in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) dayswhole or in part, Landlord the rental provided for herein shall forthwith repair abat▇ ▇▇▇reafter as to the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant portion of the Leased Premises from rendered untenantable until such time as the Leased Premises are made tenantable and Landlord agrees to timecommence and prosecute such repair work promptly and with all due diligence. Within forty-five (45) days from Notwithstanding the date of such damage, Landlord shall notify Tenantforegoing, in writingthe event such destruction results in the Leased Premises being untenantable in whole or in substantial part for a period reasonably estimated by a responsible contractor selected by Landlord to be one year or longer after the casualty, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest total or substantial damage or destruction of the Tenant in the Premises Building from any cause (which shall terminate as mean any damage of greater than fifty (50%) of the date of such damage as if such date had been originally fixed in this Lease for the expiration insurable value of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace Building and/or any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever requires more than one year to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness), then Landlord shall have the right to terminate this Lease and all rent owed up to the time of such destruction or termination shall be paid by delivering Tenant (it being understood that Tenant shall pay rent on all tenantable space until termination of this Lease). Landlord shall give Tenant written notice of termination to Tenant its decisions, estimates or elections under this Section 5.6 within fifteen sixty (1560) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 or destruction. In the event of any damage or destruction to the Building Leased Premises resulting in the same being untenantable in whole or Premises in substantial part for a period reasonably estimated by any peril covered a responsible contractor selected by Landlord to be one year or longer after the provisions date of the casualty and Landlord has not terminated this Article 22Lease as herein provided, it then Tenant shall have the right, within thirty (30) days after Landlord delivers the estimate to Tenant of time to restore, to terminate this Lease by written notice to Landlord. Notwithstanding anything contained in this Section 5.6, Landlord shall be Tenant’s responsibility obligated to properly secure restore or rebuild only the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all the Leased Premises which consists of the property belonging building standard improvements, and nothing herein shall be construed to Tenant obligate Landlord under any circumstances to repair or its licensees from such portion or all of the Building or Premises as Landlord shall requestrestore any other tenant finish work.

Casualty. 22.1 In the event the Premises or that the Building are damaged should be totally -------- destroyed by fire fire, tornado or other cause and casualty, or should be so damaged that rebuilding or repairs cannot be completed in Landlord’s 's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from after the date of such damage, Landlord may, at its option, terminate this Lease in which event the rent shall notify Tenantbe abated during the unexpired portion of this Lease effective with the date of such damage, or Landlord may proceed to rebuild the Building and the Premises. In the event the Building should be damaged by fire, tornado or other casualty, but only to such extent that rebuilding or repairs in writing, of Landlord’s 's reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made completed within one hundred eighty (180I 80) daysdays after the date of such damage, or if the damage cannot be repaired within such time frame but Landlord elects not to terminate this Lease, in such event, Landlord shall, promptly following receipt of all applicable permits and insurance proceeds, but in no event more than ninety (90) days after the date of such damage commence to rebuild or repair the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was immediately prior to the happening of the casualty, except that Landlord shall not be required to rebuild, repair or replace any part of the partitions, fixtures and other improvements which may have been placed by Tenant shall each have or other tenants within the option Building. If the Premises are damaged and in Landlord's reasonable estimation the repairs cannot be completed within two hundred ten (210) days after the date of giving such damage, then if Landlord has not otherwise terminated the other, at any time Lease Tenant may elect to terminate this Lease within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event any mortgagee under a deed of trust, security agreement or mortgage on the giving of such noticeBuilding should require that the insurance proceeds be used to retire the mortgage debt, Landlord shall have no obligation to rebuild and if Landlord so elects, this Lease shall expire and all interest of the Tenant terminate upon notice to Tenant. Unless otherwise provided in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. 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. 22.4 In . If Tenant's Premises are untenantable and Landlord does not complete the event that Landlord should fail repair thereof within the time periods estimated by Landlord, subject to extension thereof by Force Majeure, and such failure to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4is not a result of Tenant Delay, then Tenant may at its option and as its sole remedy elect to terminate this Lease by delivering upon thirty (30) days prior written notice to Landlord, within fifteen if during such thirty (1530) days after day period the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested repairs are not completed by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is . If Tenant does not so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right elect to terminate this Lease by notice and Landlord elects to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to rebuild the Building or Premises portions thereof, so long as Tenant provides Landlord with the plans and if specifications necessary for the re-construction of its leasehold improvements and the insurance proceeds or other source of funds provided by any peril covered Tenant are collectively sufficient in amount to cover such administrative, hard and soft construction, and such other costs incurred by the provisions Landlord, Landlord agrees to re- construct Tenant's damaged leasehold improvements for and on behalf of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the leased Premises or the Building said building is destroyed or injured by fire, earthquake or other casualty, then Lessor may, at Lessor's option, proceed with reasonable diligence to rebuild and restore the said Premises or such part thereof as may be injured as aforesaid, provided that within sixty (60) calendar days after such destruction or injury Lessor will notify Lessee of Lessor's intention to do so, and during the period of such rebuilding and restoration the rent shall be abated on the portion of the Premises that is unfit for occupancy. During any period of abatement of rent due to casualty or destruction of the Premises, Lessor shall use its best efforts to locate comparable space for Lessee at the fair market rate not to exceed Lessee's rental rate hereunder. Lessor shall not be liable for any consequential damages by reason of inability, after use of its best efforts, to locate alternative space comparable to the premises leased hereunder. Notwithstanding the foregoing, if the Premises are damaged by fire or other cause any peril and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of Lessor does not terminate this Lease, the Building or Premises then Lessee shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving to terminate this Lease if the otherPremises cannot be, at any time or are not in fact, fully restored by Lessor to their prior condition within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) calendar days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord damage. Lessor shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice if the damage to Landlord within fifteen the Building does not affect the Premises or is (15a) days after receipt due to a risk required to be insured against under Section 22 of Landlord’s notice; and this Lease or (b) in relatively minor (e.g., repair or restoration would cost less than ten percent (10%) of the event replacement cost of the holder Building). Whenever Rent is to be abated under this Lease, all Rent and additional rent shall be equitably abated based upon the extent to which Lessee's use of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termdiminished. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event If the Premises or the Building are Project, or any portion of either, shall be damaged by fire or other cause casualty covered by the insurance carried by Landlord hereunder and in Landlord’s reasonable estimation the cost of repairing such damage can shall not be materially restored within one hundred eighty (180) daysgreater than 10% of the then full replacement cost thereof, then, subject to the following provisions of this Article, Landlord shall forthwith diligently proceed to repair the Premises and/or Project. If the Premises or Project shall be damaged (a) by fire or other casualty not covered by insurance carried by Landlord hereunder, (b) by fire or other casualty covered by insurance carried by Landlord hereunder and Landlord’s mortgagee requires that such insurance proceeds be used to retire the mortgage debt, or (c) to an extent greater than 10% of the then full replacement cost thereof, then Landlord shall have the option (i) to repair or reconstruct the damaged Premises or Project to substantially the same and condition as immediately prior to such fire or other casualty, or (ii) to terminate this Lease by so notifying Tenant within thirty (30) days following Landlord’s receipt of its insurance adjustment (which Landlord shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from promptly apply for following the occurrence of such fire or casualty) after the date of such damage. Such abatement of rent shall fire or other casualty, such termination to be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease effective as of the date of such damagefire or other casualty. In The Rent required to be paid hereunder shall be abated in proportion to the event portion of the giving of such noticePremises, this Lease shall expire and all interest if any, which is rendered untenantable (as defined in Section 5.03 hereof) by fire or other casualty hereunder until repairs of the Tenant in Premises are completed, or if the Premises shall terminate are not repaired, until the Expiration Date hereunder commencing as of the date of such fire or casualty. Other than such rental abatement, no damages, compensation or claims shall be payable by Landlord for loss of the use of the whole or any part of the Premises, Tenant’s personal property, or any inconvenience, loss of business, or annoyance arising from any such repair and reconstruction. If the damage as if results from the fault or negligence of Tenant, its agents, employees, licensees or invitees, Tenant shall not be entitled to any abatement or reduction of any Rent or other sums due hereunder, and such date had been originally fixed in damage shall be repaired by Tenant, or at Landlord’s option by Landlord, at Tenant’s expense. If this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated is terminated as provided in Section 22.1. 22.3 (c) (ii) above, all Rent shall be apportioned and paid up to the date of such termination. Landlord shall not be required to repair or replace any damage furniture, furnishings, or loss other personal property that Tenant may be entitled to remove from the Premises or any property constructed and installed by or from fire or other cause for Tenant pursuant to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures Section 6.01 hereof or any other property or improvements installed on the Premises by, or belonging to, Tenantinstallations in excess of building standard. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that (i) in the opinion of a reputable third party contractor selected by Landlord should fail to complete within twenty (20) days following Landlord’s receipt of its insurance adjustment, such repairs and material restoration and/or reconstruction cannot reasonably be substantially completed using diligent efforts within sixty one hundred twenty (60120) days after the date estimated by of the commencement of such repair and/or reconstruction work or (ii) Landlord therefor as extended by this Section 22.4, Tenant may at its option commences such repairs and/or reconstruction and as its sole remedy terminate this Lease by delivering written notice to Landlord, such repairs and/or reconstruction are not substantially completed using diligent efforts within fifteen one hundred eighty (15180) days after the expiration date of said period Landlord’s receipt of timeits insurance adjustment, whereupon the Tenant may terminate this Lease shall end on effective as of the date of such notice or such later date fixed in such notice as if the date occurrence of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions fire or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermLandlord. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event (a) If the Premises or the Building are any part thereof is damaged or destroyed by fire or other cause and casualty Tenant shall immediately notify Landlord. If in Landlord’s reasonable estimation such damage can 's estimation, which shall be materially conclusive, the Building cannot be fully repaired or restored within one hundred eighty (180) days, Landlord shall forthwith repair days after the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damagecasualty, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of Tenant within thirty days (30) after the length of time within which material restoration can be madecasualty subject to force majeure, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to may terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required lease by written notice to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated of the damage or destruction. (b) Unless this Lease is terminated pursuant to Section 10(a), Landlord shall, to the extent of the insurance proceeds received restore the Building to substantially its previous condition, except that Landlord shall not be required to rebuild, repair or replace any part of the partitions, fixtures, additions and other improvements construction or installed in or about the Premises for the benefit of or by Landlord therefor as extended by this Tenant. If such restoration has not been substantially completed within 120 days after the casualty (subject to Section 22.416(b), Tenant may at its option and as its Tenant's sole remedy terminate this Lease by delivering prompt written notice to Landlord. (c) Unless the damage is caused by Tenant's negligence or willful misconduct or the negligence or willful misconduct of Tenant’s agents, employees, contractors, subcontractors, licensees and invitees, the Base Rent shall ▇▇▇▇▇ in proportion to that part of the Premises that is not usable by Tenant. The abatement shall continue from the date the damage occurred and Tenant has vacated the Premises until the earlier of (a) Landlord has substantially completed the repairs of the part rendered unusable or (b) Tenant partially or totally resumes business therein. In the event the damage is caused by Tenant's negligence or willful misconduct or the negligence or willful misconduct of Tenant’s agents, employees, contractors, subcontractors, licensees and invitees then Tenant shall continue to pay Rent without abatement. (d) If any damage to or destruction of all or any portion of the Building is not fully covered by insurance proceeds received by Landlord, Landlord may terminate this lease by written notice to Tenant, within fifteen (15) days after the expiration of notice to Landlord that said period of time, whereupon the Lease shall end on the date of such notice damage or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, destruction is not so covered. If any present or future mortgagee requires that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall insurance proceeds be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything applied to the contrary contained in this Article: (a) indebtedness secured by its mortgage, Tenant or Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to may terminate this Lease by written notice to Landlord the other within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written receives notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on from the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termmortgagee. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event A. If the Premises or the Building any part thereof are damaged by fire or other casualty, Tenant shall give immediate notice to Landlord. Landlord shall have the right to cause and in Landlord’s reasonable estimation such damage can to be materially restored repaired within thirty (30) days from the casualty. If the Premises are not rendered tenantable within said thirty (30) day period, either party shall have the option to cancel this Lease. Upon such election to cancel rent shall be payable only to the date of the casualty. All repairs to and replacements of Tenant's Property and Improvements shall be made by, and at the expense of Tenant. To the extent that the Premises have been rendered unfit for use and occupation hereunder by reason of such damage, a portion of the Base Rent as adjusted in accordance with Section 4 hereof shall be abated until the Premises shall have been restored. Landlord shall not be liable for delays in the making of any repairs to the Premises which are due to governmental regulations, casualties and strikes, unavailability of labor and materials, and other causes beyond the control of Landlord, nor shall Landlord be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from delays in repairing such damage to the Premises; provided, however, that during any such period of delay, Base Rent as adjusted in accordance with 4 hereof shall be equitably abated. B. If the Building or any part thereof is so damaged by such fire or other casualty that substantial alteration or reconstruction of the Building shall be required, then this Lease may be terminated at the election of either party by giving a written notice of termination to the other party within one hundred eighty (180) daysdays following such fire, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageother casualty. In the event of the giving of any such noticetermination, this Lease shall expire as of such effective termination date and all interest of the Tenant Base Rent, as adjusted in the Premises accordance with Section 8 hereof, shall be apportioned and terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1casualty. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In Prior to the event Closing, and notwithstanding the Premises pendency of this Agreement, the entire risk of loss or the Building are damaged damage by earthquake, flood, landslide, fire or other cause casualty shall be borne and assumed by Seller, except as otherwise provided in Landlord’s reasonable estimation this Section 13.1. If, prior to the Closing, any part of the Real Property is damaged or destroyed by earthquake, flood, landslide, fire or other casualty, Seller shall immediately notify Buyer of such fact. If such damage can be materially restored within one hundred eighty or destruction is “material”, Buyer shall have the option to terminate this Agreement upon notice to Seller given not later than ten (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (4510) days from the date after receipt of such damage, Landlord shall notify Tenant, in writing, of LandlordSeller’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenantnotice. For purposes of this LeaseSection 13.1, the Building or Premises “material” shall be deemed “materially restored” if they are in such condition as would not prevent to be any damage or materially interfere with Tenant’s use destruction (i) where the costs of the Premises for the purpose for repair or replacement is estimated to be Three Hundred Thousand Dollars ($300,000.00), or more, (ii) which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant Seller reasonably estimates shall each have the option of giving the other, at any time within take more than ninety (90) days after such damageto repair, notice terminating this Lease as (iii) which results in access to or parking on the Real Property being adversely affected in a material respect, (iv) which damage results in the Real Property failing to comply in a material respect with zoning or any covenants, conditions, or restrictions affecting the Real Property, (v) which damage entitles the Tenant to terminate the Lease, or (vi) where the cost of the date repair or replacement is uninsured by an amount in excess of such damageTen Thousand Dollars ($10,000). In the event case of an uninsured loss, Seller, at its election, shall be entitled (but not required) to pay (or credit to Buyer against the Purchase Price) the amount of the giving excess (i.e., in excess of such notice$10,000) and, thereby, nullify the option of Buyer otherwise existing to terminate this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in Agreement. If Buyer does not exercise this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises byAgreement, or belonging tothe casualty is not material, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the neither party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice Agreement, but Seller shall assign and turn over to Landlord within fifteen Buyer, and Buyer shall be entitled to receive and keep all insurance proceeds payable to it with respect to such destruction (15but not in excess of the Purchase Price) days after receipt and the parties shall proceed to the Closing pursuant to the terms hereof without modification of Landlord’s notice; the terms of this Agreement and (b) without any reduction in the event Purchase Price provided that Buyer shall be entitled to a credit at Closing against the holder Purchase Price in an amount equal to any deductible with respect to any applicable insurance coverage (exclusive, however, of any indebtedness secured deductible relating to a casualty resulting from earthquake or flood). If Buyer does not elect to terminate this Agreement by a mortgage or deed reason of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednesscasualty, then Landlord Buyer shall have the right to participate in any adjustment in the insurance claim. If Buyer does terminate this Lease Agreement pursuant to this Section 13.1, this Agreement shall terminate, all rights and obligations hereunder of each party shall be at an end (except those matters which are specifically stated in this Agreement to survive the termination) and the Escrow Agent is hereby instructed to return promptly to the party which placed such items into Escrow all funds (including the Deposit which is to be promptly returned to Buyer) and documents which are held by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end the Escrow Agent on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termtermination. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In If, during the event term of this Sublease, the Premises Leased Premises, including the Blue Stone Mine, shall be destroyed, or the Building are so injured or damaged by fire fire, the elements, acts of God, or other insurable casualty, structural defects or from any other cause so as to be unfit for occupancy and not be economically feasible for the operation of the Explosion Business, this Sublease shall, at SUBTENANT’s option, terminate and SUBTENANT shall not be liable to pay rent after such occurrence. If the injury or damage is such that SUBTENANT notifies SUBLANDLORD as soon as reasonably possible (but in no event more than ninety (90) days after such injury) that the SUBTENANT is diligently pursuing plans for restoration of the Leased Premises and within ninety (90) working days from the delivery of such notice, either restores the Leased Premises, or, if such restoration cannot be completed in ninety (90) working days, commences and diligently pursues such restoration, this Sublease shall not be terminated but the rent shall be suspended as to that portion of the Leased Premises rendered untenantable or unsuitable for the operation of SUBTENANT’s business and in Landlord’s reasonable estimation such damage can case any rent paid in advance but unearned shall be materially restored refunded to SUBTENANT. If SUBTENANT does not notify SUBLANDLORD within the time hereinabove specified or if as soon as possible (but in no event longer than ninety (90) working days after the date of the injury), SUBTENANT (a) is not diligently pursuing the necessary repairs, or (b) the Parties agree that the repairs cannot be completed within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from days following the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, then this Lease Sublease may immediately be terminated by SUBLANDLORD and neither party shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever further obligations hereunder, except those specifically intended to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termsurvive termination. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event If the Premises are destroyed or the Building are damaged by fire or other cause casualty covered by a standard fire and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty extended coverage policy, then (180unless this Lease is terminated by Landlord as hereinafter provided) days, Landlord shall forthwith proceed, after adjustment of such loss, to repair or restore the same and Premises to the condition which Landlord furnished to Tenant upon the commencement of the Term. If the Premises or any part thereof shall be rendered untenantable by any destruction or damage, then a pro rata portion of all rent based upon the number of square feet of area in the Premises which are untenantable shall be abated until the Premises or such part thereof shall have been put in tenantable condition. If, however, any destruction or damage to the Premises, Building or Property (regardless of whether or not the Premises are affected) is so extensive that Landlord, in its sole discretion, elects not to repair or restore the Premises, Building or Property, or the proceeds of insurance are not sufficient or available to fully pay the cost of repair or restoration, then Landlord may terminate this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease effective as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the damage by written notice to Tenant in the Premises shall terminate as of given within 30 days after the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Termcasualty. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Section 8, Landlord shall not have any obligation whatsoever to repairshall, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) 60 days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building Premises, advise Tenant in writing as to the reasonably estimated time within which the damage or Premises destruction can be repaired or restored. If Landlord reasonably estimates that such damage cannot be repaired within 180 days from the date of the damage, then Tenant may, by any peril covered by written notice to Landlord within 15 days after the receipt of Landlord's notice estimating a time for restoration, elect to terminate this Lease, effective on the 30th day following ▇▇▇▇▇▇'s notice of termination. The provisions of this Article 22, it shall be Tenant’s responsibility Section are subject to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion rights of all any mortgagee of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestProperty.

Casualty. 22.1 In the event If the Premises or the Building are Project is damaged or destroyed, in whole or in part, by fire or other cause casualty at any time during the Term and in Landlord’s reasonable estimation if, after such damage can be materially restored within one hundred eighty (180) daysor destruction, Landlord shall forthwith repair Tenant is not able to use the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant portion of the Premises from time not damaged or destroyed to time. Within forty-five (45) days from substantially the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of same extent and for the length of time within Authorized Use for which material restoration can be madethe Premises were leased to Tenant hereunder, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such damage or destruction Landlord provides notice to Tenant that the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, cannot be repaired or rebuilt to the condition which existed immediately prior to such destruction or casualty within two hundred seventy (270) days following the date estimated of such destruction or casualty, then Landlord may by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, Tenant within fifteen thirty (1530) days following such notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, agents, contractors or invitees, the Rent shall be abated for the period and proportionately to the extent that after such damage or destruction Tenant is not able to use the expiration portion of said period the Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of timethe Premises, whereupon as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and this Lease shall end continue in full force and effect in accordance with the terms hereof except for the abatement of Rent referenced to above, if applicable, and except that the Term shall be extended by a length of time equal to the period beginning on the date of such damage or destruction and ending upon completion of such restoration or replacement. Landlord shall restore or replace the damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events, Tenant Delays, and the availability of insurance proceeds and governmental approvals. If Landlord elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice or such later date fixed in such notice of termination as if the date Term hereof had been scheduled to expire on such date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any liability to the other party as a result of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) termination. Landlord shall not be obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises or any portion of the Project are damaged or destroyed by fire or other casualty caused by the recklessness or willful misconduct of Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Premises by Landlord pursuant to the terms of this Section shall be at Tenant’s sole cost and expense. Notwithstanding anything in this Section to the contrary, Landlord shall have any no obligation whatsoever to repair, reconstruct, repair or restore the Premises when or the damages Project on account of damage resulting from any casualty covered by the provisions of this Article 22 occur which occurs during the last twelve (12) months of the Term Term, or any extension thereof, but if Landlord determines not to the estimated cost of such repair such damages Landlord shall notify Tenant and if such damages shall render any material portion or restoration would exceed fifty percent (50%) of the Premises untenantable Tenant shall have reasonable value of the right Building prior to terminate the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease by notice Tenant, if applicable hereunder, are the sole remedies available to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Tenant in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednessthe Project is damaged or destroyed, then Landlord shall have the right to terminate this Lease in whole or in part, by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 fire or other casualty. In the event of any damage or destruction addition and notwithstanding anything to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.contrary in this

Casualty. 22.1 In (a) If the event the Leased Premises are partially or the Building are damaged by totally destroyed due to fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) dayscasualty, Landlord shall forthwith diligently repair the same Improvements, and this Lease Rent shall remain in full force and effecta▇▇▇▇ proportionately to the portion of the Leased Premises, except that Tenant shall be entitled to a proportionate abatement in rent if any, rendered untenantable from the date of such damagethe casualty until Landlord’s repairs have been substantially completed. Such abatement Tenant agrees that during any period of rent shall be made pro rata in accordance with reconstruction or repair of the Leased Premises, it will continue the operation of the Leased Premises to the extent reasonably practicable. (b) Notwithstanding anything to the contrary contained herein, if the casualty damage to the Leased Premises is such that in the reasonable opinion of a reputable general contractor retained by Landlord (which the damage and the making of such repairs Landlord shall interfere with the use and occupancy by provide to Tenant of the Premises from time to time. Within within forty-five (45) days from after the date of the damage or destruction), such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building reconstruction or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs repair cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration completed within sixty two hundred seventy (60270) days after the date estimated by of the damage or destruction (the “Repair Period”), Landlord therefor as extended by this Section 22.4or Tenant may, Tenant may at its option and as its sole remedy option, terminate this Lease by delivering written on notice to Landlord, the other party within fifteen thirty (1530) days after Landlord delivers to Tenant such general contractor’s opinion, and Tenant shall deliver vacant possession of the expiration Leased Premises in accordance with the terms of said period of timethis Lease. (c) In addition, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything not terminated pursuant to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repairtermination rights set forth above, reconstruct, and Landlord’s reconstruction or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable is not completed within the Repair Period, then Tenant shall have the right to terminate this Lease by written notice to Landlord delivered within fifteen thirty (1530) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermRepair Period. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 Risk of loss up to and including the Closing Date shall be borne by Contributor. In the event of any immaterial damage or destruction to the Premises Property or any portion thereof, Contributor and GIPLP shall proceed to close under this Agreement, and GIPLP will receive (and Contributor will assign to GIPLP at the Building are damaged by fire or other cause and in LandlordClosing Contributor’s reasonable estimation rights under insurance policies to receive) any insurance proceeds due Contributor as a result of such damage or destruction and assume responsibility for such repair, and GIPLP shall receive a credit at Closing for any deductible, uninsured or coinsured amount under said insurance policies. For purposes of this Agreement, the term “immaterial damage or destruction” shall mean such instances of damage or destruction: (i) which can be materially repaired or restored at a cost of Fifty Thousand and No/100 Dollars ($50,000.00) or less; (ii) which can be restored and repaired within one hundred eighty sixty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (4560) days from the date of such damage, Landlord shall notify Tenant, damage or destruction; and (iii) in writing, of Landlordwhich Contributor’s reasonable estimation rights under its insurance policy covering the Property are assignable to GIPLP and will continue pending restoration and repair of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building damage or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damagedestruction. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building Property or Premises by any peril covered by the provisions of this Article 22portion thereof, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwithGIPLP may, at its sole cost option, by notice to Contributor given within the earlier of twenty (20) days after GIPLP is notified by Contributor of such damage or destruction, or the Closing Date, but in no event less than ten (10) days after GIPLP is notified by Contributor of such damage or destruction (and expenseif necessary the Closing Date shall be extended to give GIPLP the full 10-day period to make such election): (i) terminate this Agreement, whereupon Escrow Agent shall immediately return the ▇▇▇▇▇▇▇ Money to GIPLP, or (ii) proceed to close under this Agreement, receive (and Contributor will assign to GIPLP at the Closing Contributor’s rights under insurance policies to receive) any insurance proceeds due Contributor as a result of such portion damage or destruction (less any amounts reasonably expended for restoration or collection of all of the property belonging to Tenant or its licensees from proceeds) and assume responsibility for such portion or all of the Building or Premises as Landlord repair, and GIPLP shall request.receive a credit at Closing for any

Casualty. 22.1 In If, during the event the Premises or Lease Term, the Building are is totally --------------------- or partially damaged by fire or other destroyed from any cause rendering the Building totally or partially inaccessible or unusable, and in Landlord’s reasonable estimation the cost of repairing such damage can be materially restored within one hundred eighty (180) daysis fully covered by the net proceeds of insurance made available to Landlord, Landlord shall forthwith diligently (taking into account the time necessary to effectuate a satisfactory settlement with any insurance companies involved) restore and repair the same Premises and/or the Building, as the case may be, to proper condition for use and occupancy to the extent of such net proceeds; provided, however, if such damage or destruction is not reasonably susceptible of being repaired or restored within ninety days after the occurrence of such damage (or, if the casualty occurs within the last two years of the Lease Term (as it may be extended by Tenant's exercise of any option to extend the Lease Term provided for by Section 2.5) within sixty days after the occurrence of such damage), including the time needed for removal of debris, preparation of plans and issuance of all required Authorizations, but excluding the time needed to reach an insurance settlement, or if the net proceeds of insurance made available to Landlord do not fully cover the cost of repairing such damage and Landlord does not elect to do so, Landlord or Tenant may, within forty-five days after the occurrence of such damage, terminate this Lease shall remain by giving notice of termination to the other and specifying in full force such notice the effective date of such termination. If this Lease is terminated pursuant to this Section, all Basic Rent and effect, except that Tenant additional rent payable hereunder shall be entitled paid to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes termination of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changeswith respect to space rendered inaccessible or unusable, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding Basic Rent and additional rent hereunder shall be extended for abated as of the amount date the damage occurred, an equitable apportionment between the space rendered inaccessible or unusable and the remainder of time the space to be based upon the criteria provided below. Following any termination of this Lease as aforesaid, Tenant shall have no further rights or remedies as against Landlord pursuant to this Lease or otherwise. If this Lease is so delayed. 22.5 Notwithstanding anything not terminated as a result of such damage, this Lease shall continue in full force and effect and a just and proportionate part of the Basic Rent and additional rent shall, according to the contrary contained in nature and extent to which the Premises shall have been so rendered inaccessible or unusable, be suspended or abated until the Premises shall have been restored to proper use and occupancy as aforesaid. Whether or not Landlord elects not to terminate this Article: (a) Lease, Landlord shall not have any obligation whatsoever be entitled to repair, reconstruct, receive directly from the insurer all insurance proceeds resulting from or related to the casualty. In no event shall Landlord be required to spend an amount to restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable affected by a casualty in excess of the net amount (after expenses of collection) of the insurance proceeds received by Landlord. Tenant shall have the right to terminate this Lease by notice to notify Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event immediately of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure within the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion or Building of all of the property belonging to which Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestbecomes aware.

Casualty. 22.1 In the event (a) Except as provided below, in case of damage to the Premises or the Building are damaged by fire or other cause insured casualty, Landlord shall repair the damage. Such repair work shall be commenced promptly following notice of the damage and completed with due diligence, taking into account the time required for Landlord to effect a settlement with and procure insurance proceeds from the insurer, except for delays due to governmental regulation, scarcity of or inability to obtain labor or materials, intervening acts of God or other causes beyond Landlord’s reasonable control. (b) Notwithstanding the foregoing, if (i) the damage is of a nature or extent that, in Landlord’s reasonable estimation such damage can judgment (to be materially restored communicated to Tenant within one hundred eighty sixty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (4560) days from the date of such damagethe casualty), Landlord shall notify Tenantthe repair and restoration work would require more than 210 consecutive days to complete after the casualty (assuming normal work crews not engaged in overtime), in writing, of Landlord’s reasonable estimation or (ii) if more than thirty (30%) percent of the length total area of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building is extensively damaged, or Premises shall be deemed “materially restored” if they are (iii) the casualty occurs in such condition as would not prevent or materially interfere with Tenant’s use the last Lease Year of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord Term and Tenant shall each have the option of giving the otherhas not exercised a renewal right, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which either party may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease and all the unaccrued obligations of the parties hereto, by delivering sending written notice of such termination to Landlord, the other within ten (10) days of Tenant’s receipt of the notice from Landlord described above. Such notice is to specify a termination date no less than fifteen (15) days after its transmission. (c) If the insurance proceeds received by Landlord as dictated by the terms and conditions of any financing then existing on the Building, (excluding any rent insurance proceeds) are required to be applied on account of any mortgage which encumbers any part of the Premises or Building, or if the nature of loss is not, or would not be, covered by Landlord’s property insurance coverage required under Article 15 of this Lease, Landlord may elect either to (i) repair the damage as above provided notwithstanding such fact or (ii) terminate this Lease by giving Tenant notice of Landlord’s election within thirty (30) days from the date of the casualty. (d) If Landlord has not completed restoration of the Premises within 210 days from the date of casualty (subject to delay due to weather conditions, shortages of labor or materials or other reasons beyond Landlord’s control), Tenant may terminate this Lease by written notice to Landlord within thirty (30) business days following the expiration of said such 210 day period of time(as extended for reasons beyond Landlord’s control as provided above) unless, whereupon the Lease shall end on the date within thirty (30) business days following receipt of such notice or notice, Landlord has substantially completed such later date fixed in such notice as restoration and delivered the Premises to Tenant for occupancy. Notwithstanding the foregoing, if the date aforesaid casualty results from the gross negligence or willful misconduct of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord Tenant shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice if Landlord is willing to Landlord within fifteen (15) days after receipt of Landlord’s notice; rebuild and (b) in restore the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermPremises. 22.6 (e) In the event of any damage or destruction to the Building Premises or Premises by any peril covered by the provisions of this Article 22part thereof, it Tenant’s obligation to pay Fixed Rent and Additional Rent shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant equitably adjusted or its licensees from such portion or all of the Building or Premises as Landlord shall requestabated.

Casualty. 22.1 (a) In the event of a fire or other casualty to the Premises Parking Facility, Tenant shall immediately give written notice thereof to Landlord. If the Parking Facility is partially destroyed by fire or other casualty so as to render all or any Leased Spaces unusable for their intended purpose, then Basic Rent and all other sums shall ▇▇▇▇▇ equitably thereafter as to the Building portion of the Leased Spaces rendered unusable until such time as such Leased Spaces are made usable. (b) If any portion of the Parking Facility is damaged by fire or other cause casualty, and in Landlord’s reasonable estimation if the damage is such that Landlord cannot reasonably be expected to substantially complete the necessary repairs within eighteen (18) months after the date of the casualty, then either Landlord or Tenant shall have the right to terminate this Lease. (c) If such damage can reasonably be materially restored repaired within one hundred eighty eighteen (18018) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent months from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasecasualty, then Landlord shall be obligated to repair or restore all such damage, this Lease continuing damage caused by the casualty (regardless of the availability of insurance proceeds) in full force a good and effect, workmanlike manner and the rent hereunder shall be proportionately abated as provided in Section 22.1with all reasonable diligence. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60d) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Section 9.5, Landlord shall not have any obligation whatsoever be obligated to repairrebuild the Parking Facility if (i) the Parking Facility is damaged or destroyed (ii) there is a casualty to the American Tobacco Complex and after such casualty there is less than 320,000 square feet in the ▇▇▇▇▇▇, reconstructCrowe, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months Strickland, and ▇▇▇▇ buildings and Bays 4-6 and Bays 8-10, of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion Washington Buildings of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s noticeAmerican Tobacco complex that is undamaged; and (biii) in Tenant does not agree to rebuild and/or repair the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires American Tobacco Complex such that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on repair or rebuilding (which must occur within 24 months of the date of such damage as if casualty), the date American Tobacco Complex will consist of such damage were the date originally fixed in this Lease for the expiration of the Term320,000 square feet or more. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 (a) Except as hereinafter provided, if any of the Improvements shall be damaged or destroyed by fire or any other casualty covered by a standard policy of fire and extended coverage insurance, as required pursuant to Section 4.5 hereof, Lessee shall thereafter commence and diligently prosecute to completion, at Lessee's sole expense, the repair or rebuilding of the Improvements or portion thereof which was damaged, in a good and workmanlike manner, in accordance with plans and specifications satisfactory to Lessee and Lessor, which Lessor shall not unreasonably disapprove, provided that the Improvements upon completion of such repair or rebuilding shall have a value which is not substantially less than the value of the Improvements immediately prior to the damage or destruction. All proceeds remaining after payment of the costs of collection and recovery, if any ("Net Proceeds") shall be paid over to Lessee for the sole purpose of funding the costs of repair and rebuilding. Lessee shall be accountable for the Net Proceeds and shall maintain adequate contemporaneous records relating to such repair and rebuilding for the purpose thereof. (b) In the event that either (i) the Premises damage or destruction with respect to any building ("Building") which is a part of the Building are damaged by fire Improvements is so extensive that it cannot be rebuilt, restored or other cause and repaired as required in Landlord’s reasonable estimation such damage can be materially restored Section 11.1(a) within one hundred eighty twenty (180120) daysdays after such occurrence, Landlord as determined by Lessee in its judgment reasonably based upon written professional opinion of licensed engineers, building contractors, inspectors or the like, or (ii) any such damage or destruction occurs during the last two years of the term of this Lease, then Lessee shall forthwith repair have the same and right to terminate this Lease shall remain in full force and effectwith respect to the damaged or destroyed Building, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant but no other part of the Premises from time Premises, by giving written notice thereof to time. Within Lessor within forty-five (45) days from after the date occurrence of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can damage or destruction and such termination will be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate effective retroactively as of the date of such damage as or destruction; provided that, if the Building which suffered such date had been originally fixed in this Lease for damage or destruction is the expiration main hospital building located on Tract 1 of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this LeasePremises, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant Lessee shall have the right to terminate this Lease by giving written notice thereof to Landlord Lessor within fifteen forty-five (1545) days after receipt the occurrence of Landlord’s notice; such damage or destruction and (b) in the event the holder such termination will be effective retroactively as of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage or destruction. In addition, if any Building is materially damaged or destroyed by any casualty not covered by the standard policy of fire and extended coverage insurance, then Lessee may terminate this Lease effective as if of the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to by giving the Building or Premises by any peril covered by other party written notice thereof within forty-five (45) days after the provisions occurrence of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.damage or

Casualty. 22.1 (a) In the event of a partial casualty loss of or damage to the Premises or Project, Lessee, at its expense, promptly shall repair (in conformity with the Building are damaged requirements of Paragraph 12(a)) any damage to the Project caused by fire or other cause and such casualty so that, after the completion of such repair, the Project shall be, as nearly as practicable, in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same condition as immediately prior to such taking; provided, however, that Lessee's obligation to repair shall not be deemed to be greater than the obligation of the lessee under paragraph 13(d) of the LOL Sublease. (b) If a casualty of the nature referred to in Paragraph 14(a) shall damage or destroy all or a substantial portion of the Project and the LOL Sublease is terminated pursuant to Paragraph 13(e) thereof, then Lessee, at its election, may give notice to Lessor of the termination of this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from on any date for the payment of Basic Rent after the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five casualty (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would but not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within less than ninety (90) days after such damagecasualty) provided that any sublease of all of the Project (or if there is no sublease of all of the Project, notice terminating all subleases) shall have terminated on or by such date, and this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date specified in such notice. If Lessor so requires, the termination of such damage as if such date had been originally fixed in this Lease for the expiration shall not be effective unless and until Lessee has removed all of the Term. In Improvements and restored the event that neither Landlord nor Tenant exercises Leased Premises to rough grade. (c) All net compensation and proceeds received on account of any casualty with respect to the Project (after reimbursement of all attorney fees and other costs incurred in connection with and such award or payment) shall be paid as follows: (i) in accordance with the terms of the Mortgage without amendment from the form and terms of the Mortgage as it exists on the date hereof; (ii) to the extent permitted by the Mortgage, to the LOL Sublessee under the LOL Sublease in reimbursement of its option to terminate this Lease, then Landlord shall costs of repair or restore such damagerestoration, this Lease continuing in full force and effectif any; (iii) if on account of the Improvements, and to the rent hereunder shall be proportionately abated extent required by the Mortgage, to the Mortgagee; (iv) and the balance (if any), if on account of the Leased Premises, to Lessor, and, if on account of the Improvements, to Lessee; or (v) if the compensation has not been allocated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty clause (60iv) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or insurance carrier, any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen compensation not applied under subparagraphs (15ii) days after receipt of Landlord’s notice; and (biii) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it Paragraph 4(c) shall be Tenant’s responsibility paid to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestLessee.

Casualty. 22.1 In (a) If the event the Premises or the Building Broadcasting Assets are damaged or destroyed by fire or other casualty or cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from between the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage hereof and the making of such repairs Closing Date and the repair cost, individually or in the aggregate (the "Repair Cost"), will exceed $500,000, Buyer shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option either: (i) to accept the Broadcasting Assets in their damaged or destroyed condition with (x) Pacific assigning or delivering to Buyer all of giving Pacific's rights to any insurance proceeds for such damage or destruction and (y) the otherPurchase Price being reduced by the difference between the amount, at any time within ninety if any, that the Repair Cost exceeds such insurance proceeds received by Buyer (90the "Insurance Deficiency") days after such damage, notice terminating this Lease as of up to an amount not to exceed $2,000,000; or (ii) unless Pacific agrees to pay the date full amount of such damage. In the event of the giving of repair cost and such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall repairs can be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage so substantially completed prior to the Building or Premises shall Closing Date that broadcast activities can be for the sole benefit of the party carrying such insurance conducted unabated from and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated Closing, to cancel this Agreement by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering giving written notice to Landlord, within Pacific not later than fifteen (15) days after the expiration Repair Cost is determined. Pacific shall promptly notify Buyer in writing of said period any fire or other casualty occurring with respect to the Broadcasting Assets. Pacific shall provide Buyer and its agents and contractors with access to any damaged Broadcasting Assets following any fire or other casualty so that Buyer can obtain an estimate of time, whereupon the Lease shall end on Repair Cost within thirty (30) days after Pacific notifies Buyer of the fire or other casualty. (b) If any of the Broadcasting Assets are damaged or destroyed by fire or other casualty or cause between the date of such notice hereof and the Closing Date and the Repair Cost is equal to or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlordless than $500,000, the period Buyer shall accept the Broadcasting Assets in their damaged or destroyed condition with Pacific assigning or delivering to Buyer all of Pacific's rights to any insurance proceeds for restoration, repair such damage or rebuilding shall be extended for destruction and the Purchase Price being reduced by the amount of time Landlord is so delayedthe Insurance Deficiency, if any. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises 1. No destruction or damage to the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be improvements on the Demised Premises by fire, windstorm or any other casualty or occurrence whatsoever which materially restored adversely interferes with Lessee's conduct of its business within one hundred eighty (180) days, Landlord the Demised Premises shall forthwith repair entitle the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled Lessee to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant surrender possession of the Premises from time Demised Premises, to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of terminate this Lease, to violate any of its provisions, or to cause any rebate or abatement in rent, charges, or expenses then due or thereafter becoming due under the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damageterms hereof. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant 2. Lessor shall each have the option of giving the otherpromptly repair, at no cost to Lessee, any time casualty contemplated by Paragraph 1 which may occur to the Demised Premises. However, should there occur any casualty which materially adversely interferes with Lessee's conduct of its business (as described in Paragraph 1 of this Article), Lessor may, within ninety (90) days after said casualty elect not to rebuild or repair the Demised Premises. Should Lessor make such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such noticeelection, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 ninety (90) day period. Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall Article XIX, if Lessor does not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right elect to terminate this Lease by notice to Landlord and thereafter Lessor shall not have repaired such damage or destruction within fifteen one hundred twenty (15120) days after receipt of Landlord’s notice; and such damage or destruction, upon the expiration of said one hundred twenty (b120) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires day period, Lessee may give Lessor thirty (30) days’ notice that any insurance proceeds be applied to such indebtedness, then Landlord shall have the right it elects to terminate this Lease by delivering written notice Lease. Upon expiration of termination to Tenant within fifteen such thirty (1530) days after day period, if Lessor has not completed such requirement is made by any such holderrepairs, whereupon this Lease shall end on terminate and the Lessee shall receive a refund of the security deposit and an abatement of all rent and other sums paid by Lessee to Lessor hereunder from the date of such damage as if casualty event through the date effectiveness of such damage were the date originally fixed in this Lease for the expiration of the TermLessee’s termination notice. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or (a) If the Building are or any part thereof is damaged or destroyed by fire or other cause and casualty Tenant shall immediately notify Landlord. If in Landlord’s 's reasonable estimation such damage can estimation, which shall be materially conclusive, the Building cannot be fully repaired or restored within one hundred eighty (180) daysdays after the casualty, Landlord may terminate this Lease by written notice to Tenant within thirty (30) days after the date of the damage or destruction. (b) Unless this Lease is terminated pursuant to Section 10(a) or 10(d), Landlord shall forthwith repair restore the same and this Lease shall remain in full force and effectBuilding to substantially its previous condition, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to rebuild, repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, part of the partitions, additionsfixtures, railings, ceilings, floor coverings, office fixtures additions and other improvements constructed or any other property installed in or improvements installed on about the Premises by, for the benefit of or belonging to, by Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying If such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration has not been substantially completed within sixty (60) 180 days after the date estimated by Landlord therefor as extended by this casualty (subject to Section 22.416(b)), Tenant may at its option and may, as its Tenant's sole remedy remedy, terminate this Lease by delivering prompt written notice to Landlord. (c) If Tenant determines in its reasonable estimation that continuation of business in the Premises is not practical pending reconstruction provided that Tenant has vacated the Premises and is not using the same for the operation of business, Rent due and payable hereunder shall abat▇, ▇▇less caused by Tenant's negligence or willful misconduct and provided that Landlord recovers such Rent through insurance coverage passed through to Tenant, for the period commencing with such damage or destruction until reconstruction is substantially completed or until business is totally or partially resumed, whichever is earlier. (d) If insurance proceeds (not including deductibles) are not sufficient to cover ninety percent (90%) of the cost to repair and restore the Premises or the Building to substantially its condition immediately before such damage and destruction, Landlord may provide written notice to Tenant, within fifteen thirty (1530) days after the expiration notice to Landlord that said damage or destruction is not so covered. Within thirty (30) days of receipt of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of from Landlord, Tenant may provide written notice to Landlord that Tenant shall pay the period for restoration, repair or rebuilding shall be extended for difference between the amount of time Landlord is so delayed. 22.5 Notwithstanding anything the insurance proceeds and ninety percent (90%) of the costs to repair and restore the contrary contained in this Article: (a) Building. If Tenant delivers such notice to Landlord, Landlord shall not have any obligation whatsoever rebuild and repair the Building in accordance with this Section. If Tenant fails to repairdeliver such notice to Landlord, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of shall terminate. If any indebtedness secured by a mortgage present or deed of trust covering the Premises or Building future mortgagee requires that any insurance proceeds be applied to such indebtednessthe indebtedness secured by its mortgage, then Landlord shall have the right to may terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.to

Casualty. 22.1 In the event the Premises or that the Building are damaged should be totally destroyed by fire fire, tornado or other cause and casualty, or should be so damaged that rebuilding or repairs cannot be completed in Landlord’s 's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from after the date of such damage, Landlord may, at its option, terminate this Lease in which event the rent shall notify Tenantbe abated during the unexpired portion of this Lease effective with the date of such damage, or Landlord may proceed to rebuild the Building and the Premises. In the event the Building should be damaged by fire, tornado or other casualty, but only to such extent that rebuilding or repairs in writing, of Landlord’s 's reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made completed within one hundred eighty (180) daysdays after the date of such damage, or if the damage cannot be repaired within such time frame but Landlord does not elect to terminate this Lease, in either such event, Landlord and Tenant shall each have the option of giving the othershall, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed commence to rebuild or repair the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in this Lease for which it was immediately prior to the expiration happening of the Term. In the event casualty, except that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to rebuild, repair or replace any damage or loss part of the partitions, fixtures and other improvements which may have been placed by or from fire Tenant or other cause to tenants within the Building. In the event any panelingsmortgagee under a deed of trust, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures security agreement or any other property or improvements installed mortgage on the Premises byBuilding should require that the insurance proceeds be used to retire the mortgage debt, or belonging toLandlord shall have no obligation to rebuild and if Landlord so elects, this Lease shall terminate upon notice to Tenant. Any Unless otherwise provided in this Lease, 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. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of total or partial destruction of the Leased Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) dayscasualty, Landlord shall forthwith agrees promptly to restore and repair same; provided, however, Landlord's obligation hereunder with respect to the same and this Lease shall remain in full force and effect, except that Tenant Leased Premises shall be entitled limited to a proportionate abatement in rent from the date reconstruction of such of the leasehold improvements as were originally required to be made by Landlord pursuant to Section 2.07 above, if any. Rent shall proportionately ▇▇▇▇▇ during the time that the Leased Premises or part thereof are unusable because of any such damage. Such abatement of rent shall Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five repaired or rebuilt within two hundred ten (45210) days from the date of casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such damage, Landlord shall notify Tenantinsurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Leased Premises; then, in writingcase of a clause (a) casualty, either Landlord or Tenant may, or, in the case of a clause (b) casualty, then Landlord’s reasonable estimation , may, upon thirty (30) days' written notice in the other party, terminate this Lease with respect to Illegible thereafter accruing. If the Lease is not terminated pursuant to the preceding sentence and Landlord fails to substantially complete the restoration and repair of the length of time Leased Premises within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one two hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60280) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration occurrence of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested damage (subject to delays due to force majeure and any delay caused by Tenant's acts or omissions), strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable then Tenant shall have the right to terminate this Lease by upon written notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering so long as Tenant's written notice of termination is received by Landlord prior to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date Landlord's substantial completion of such damage as if restoration and repair, Tenant waives any right under applicable laws inconsistent with the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions terms of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestparagraph.

Casualty. 22.1 In 13.1 Lessee to Rebuild or Repair. --------------------------- (a) If during the event Term all or any part of the Premises Project shall be destroyed or damaged, the Building Lessee shall promptly notify the Lessor and the Purchaser, and at the Lessee's sole cost and expense (whether or not the insurance proceeds hereinafter mentioned are damaged by fire or other cause sufficient for the purpose) the Lessee may at its option rebuild, restore, replace and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s shall be reasonable in view of the nature of the casualty and the then intended use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageProject by Lessee. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated Except as provided in Section 22.1. 22.3 Landlord 13.1(b) hereof, if the Lessee shall not be required elect to repair or replace any damage or loss by or from fire or other cause to any panelingsso restore the Project, decorationsthe Lessee shall purchase for cash the remaining portion of the Project, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises and such purchase shall be for the sole benefit made as of the party carrying such insurance and under its sole control. 22.4 In first day of the event that Landlord should fail first month occurring subsequent to complete such repairs and material restoration within sixty (60) days after the effective date estimated of such casualty. The Lessee shall deliver to the Lessor and the Purchaser at least thirty (30) days before such date a certificate signed by Landlord therefor as extended by this Section 22.4, Tenant may at an Authorized Lessee Representative to the effect that such damage or destruction has occurred and stating whether or not the Lessee is exercising its option to restore the Project. If the Lessee shall not elect to so restore the Project, the Purchaser shall proceed to purchase the remaining portion of the Project on the terms set forth in Section 12.2(b). If the Lessee shall elect to restore the Project, the Lessee shall promptly begin and diligently proceed with such restoration. (b) So long as its sole remedy terminate this Lease the Bond has not been paid in full, the Lessee shall file with the Lessor and the Purchaser a certificate stating that such rebuilding, restoration, replacement and repair has been completed and certifying the cost thereof. If there shall remain any balance of such insurance proceeds, the Lessee shall apply the balance to the prepayment of the Bond. In lieu of rebuilding, restoration, replacement and repair as herein provided, Lessee may apply the entire amount to the purchase of the Project on the terms set forth in Section 12.2(b). Notwithstanding any other provision hereof, if all or any part of the Project shall be destroyed or damaged after the Bond has been paid in full, (i) Lessee shall have no obligation to effect the repair or restoration of the Project and (ii) Lessee may elect by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right Lessor to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) Lease, in the which event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord Lessee shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termno further liability hereunder. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In Seller assumes all risk of loss or damage to the event the Premises or the Building are damaged Property by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair casualty until the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled deed of conveyance to a proportionate abatement in rent from the date of such damageProperty is delivered to Purchaser at Closing. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the otherIf, at any time within ninety (90) days after such damageprior thereto, notice terminating this Lease as any portion of the date Property is destroyed or damaged as a result of such damage. In the event of the giving of such noticefire or any other cause whatsoever, this Lease Seller shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Termpromptly give written notice thereof to Purchaser. In the event that neither Landlord nor Tenant exercises its option (a) the total cost to terminate this Lease, then Landlord shall repair or restore such destruction or damage, this Lease continuing in full force and effectas determined by Seller’s insurance claim adjuster, and exceeds $500,000.00, and/or (b) the rent hereunder shall be proportionately abated estimated time to restore or repair such destruction or damage, as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss determined by or from fire or other cause to any panelingsSeller’s insurance claim adjuster, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty exceeds one hundred fifty (60150) days after from the date estimated by Landlord therefor as extended by this Section 22.4casualty date, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant Purchaser shall have the right to terminate this Lease Agreement by written notice delivered to Landlord Seller within fifteen twenty (1520) days after receipt of Landlordfollowing the date upon which ▇▇▇▇▇▇▇▇▇ receives Seller’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen the destruction or damage, and receive a refund of the Deposit. If (15i) such destruction or damage can be repaired or restored for $500,000.00 or less, and can be repaired in one hundred fifty (150) days after or less from the casualty date, or (ii) the cost of such requirement is made repair or restoration shall exceed $500,000.00, and/or the time to complete the repair and restoration of the Property shall exceed one hundred fifty (150) days from the casualty date, but Purchaser does not elect to so terminate this Agreement within said twenty (20) day period, this Agreement shall remain in full force and effect and the parties shall proceed to Closing without any reduction or adjustment in the Purchase Price, except that all insurance proceeds, if any (and all rights of Seller as landlord under the Lease, and in respect of policies of insurance maintained by tenants) will be assigned to Purchaser, exclusive of amounts expended by Seller and reimbursable to Seller to stabilize or repair such damage prior to Closing, and Purchaser shall receive a credit for the amount of Seller’s deductible. Seller shall have no obligation or liability whatsoever for payment to Purchaser of any amount related to deductibles under any policies of insurance maintained by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration tenant of the TermProperty. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event of total or partial destruction of the Premises Building or the Building are damaged Leased Premises by fire or other cause casualty, Landlord agrees promptly to restore and repair same to substantially the same condition as existed as of the Commencement Date, with respect to the Landlord Work required to be made by Landlord pursuant to Section 2.02 above (and, in Landlord’s reasonable estimation such the event of any damage can be materially restored within one hundred eighty (180) daysarising prior to the Commencement Date, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from continue with the date performance of such damage. Such abatement of rent shall be made pro rata the Landlord Work in accordance with the terms of this Lease). Rent shall proportionately ▇▇▇▇▇ during the time that the Leased Premises or any part thereof are unusable because of any such damage. Notwithstanding the foregoing, if the Leased Premises are (a) destroyed or damaged to the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within fortythat they cannot reasonably be repaired or rebuilt within three hundred sixty-five (45365) days from the date of such damage, Landlord shall notify Tenantcasualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or by insurance actually maintained by Landlord; then, in writingcase of a clause (a) casualty, either Landlord or Tenant may, or, in the case of Landlord’s reasonable estimation a clause (b) casualty, then Landlord may, upon thirty (30) days’ written notice to the other party, terminate this Lease with respect to matters thereafter accruing. Any such notice of the length of time within which material restoration can be made, and Landlord’s determination termination shall be binding on Tenant. For purposes of this Leasegiven, the Building or Premises shall be deemed “materially restored” if they are in such condition as would at all, not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within later than ninety (90) days after such damagethe casualty date (or, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as case of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Leasea notice by Tenant, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty ninety (6090) days after Landlord informs Tenant in writing of the date estimated by projected time for the repairs and of the availability or unavailability of insurance proceeds). In addition to the foregoing, if Landlord therefor as extended by this Section 22.4, elects to rebuild and restore the Leased Premises but fails to actually substantially complete the same in such time so that Tenant may at its option can again occupy the Leased Premises and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen conduct business operations therein on or before the three hundred sixty-sixth (15366th) days day after the expiration of said period of timecasualty date, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease then subject to extension for the expiration of the Term; providedforce majeure events, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by upon written notice to Landlord within fifteen Landlord, which notice shall be given, if at all, not later than three hundred ninety-six (15396) days after receipt of Landlord’s noticethe casualty date; provided, however, that if Landlord substantially completes the Leased Premises so that Tenant can occupy the Leased Premises and conduct business operations therein on or before the three hundred ninety-sixth (b396th) in day after the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtednesscasualty date, then Landlord Tenant’s termination notice shall have be void. Tenant waives any right under applicable laws inconsistent with the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions terms of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall requestparagraph.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the otherthat, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of during the Term. In , the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder Lessee -------- Radio Facilities shall be proportionately abated as provided destroyed or damaged in Section 22.1. 22.3 Landlord whole or in part then Lessee shall, at Lessee's sole cost and expense, cause the same to be repaired, replaced or rebuilt. Lessee shall not be required to repair commence such repair, replacement or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration rebuilding within sixty (60) days after the date estimated by Landlord therefor as extended by of such damage or destruction and shall thereafter diligently and continuously prosecute such repair, replacement or rebuilding to completion. In the event the Lessee Radio Facilities are destroyed or damaged in whole or in part at any time during the last year of the Term of this Section 22.4Lease to the extent that, Tenant may at its option and as its sole remedy in Lessee's reasonable discretion, the Lessee Radio Facilities are not usable in their damaged condition for the conduct of ▇▇▇▇▇▇'s business, Lessee may, upon written notice to OpCo, terminate this Lease by delivering written as of the date set forth in such notice to Landlord, within fifteen [which shall be not less than ten (1510) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice notice] and all rentals and other sums shall be accounted for between OpCo and Lessee as if the date of such notice was date, and Lessee shall immediately remove the date originally fixed in this Lease for the expiration of the TermLessee Radio Facilities; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding Lessee shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, any damage to the Premises or to any improvements caused by such portion removal. In the event Lessee has not commenced such repair, replacement or rebuilding within sixty (60) days after the date of all such damage or destruction, OpCo may, upon written notice to Lessee prior to commencement of such repair, replacement or rebuilding, terminate this Lease as of the property belonging date sixty (60) days after such damage or destruction. In the event Lessee fails to Tenant complete such repair, replacement or its licensees from rebuilding within one hundred twenty (120) days after the date of such portion damage or all destruction, OpCo may, upon written notice to Lessee prior to completion of such repair, replacement or rebuilding, terminate this Lease as of the Building date one hundred twenty (120) days after such damage or Premises destruction, and all rentals and other sums shall be accounted for between OpCo and Lessee as Landlord shall requestof such date.

Casualty. 22.1 In the event of any loss, damage, or destruction to the Premises -------- Improvements or the Building are damaged Personal Property after the date hereof and prior to the Closing by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty casualty (180a "Casualty") days, Landlord which is not a Major Casualty Seller shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant promptly notify Buyer of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damageoccurrence thereof. In the event of such Casualty, at the giving of such noticeSeller's sole option, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant Seller shall have the right to terminate this Lease by notice (i) repair and restore the loss, damage or destruction before or after the Closing, in which event (a) Seller shall cause the Improvements and/or Personal Property to Landlord within fifteen (15) days after receipt of Landlord’s notice; and be restored to substantially the condition in which they existed immediately prior to the Casualty, (b) Seller shall be entitled, but not obligated, in Seller's sole discretion, to postpone the event the holder Closing for up to thirty (30) days upon written notice of any indebtedness secured by such postponement to Buyer, which notice shall specify a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to new date for Closing hereunder, and (c) if such indebtednessrepair and restoration work is not completed at Closing, then Landlord Buyer shall have the right to terminate this Lease by delivering written notice withhold payment of termination the estimated cost of repair and restoration for such Facility, which shall be paid promptly upon completion of the repair and restoration work, or (ii) without repairing the Casualty, and without recourse or warranty, assign to Tenant within fifteen Buyer at the Closing all of Seller's right, title, and interest, if any, in and to all insurance proceeds payable with respect to the Casualty, and pay Buyer the amount of the deductible (15or the self-insured retainage) days after such requirement is made by any such holderunder Seller's insurance policy, whereupon this Lease the Closing shall end on the date of such damage take place as if no Casualty had occurred and without any reduction in the date of such damage were the date originally fixed in this Lease for the expiration of the TermPurchase Price. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises If all or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant part of the Premises from time shall be damaged or destroyed by casualty ("CASUALTY"), subject to timethe provisions of Paragraph 15, (i) Tenant shall, with reasonable promptness and diligence, rebuild, replace and repair any damage or destruction to the Premises, at its expense, in conformity with the requirements of Paragraph 11 (as if such work were Alterations) in such manner as to restore the same to the same or better condition and equivalent or better value, as nearly as reasonably practicable, as existed immediately prior to such casualty and (ii) there shall be no abatement or reduction whatsoever of Basic Rent or Additional Rent. Within forty-five (45) days from If the date estimated cost of such damagerebuilding, Landlord shall notify replacing and repairing any damage or destruction to the Premises caused by a Casualty, as reasonably determined by Tenant, in writingshall exceed $10,000,000, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damagepromptly notify Landlord thereof. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant a Casualty which results in damage or destruction to the Premises shall terminate as of which Tenant reasonably estimates will cost $10,000,000 or more to rebuild, replace and repair and which occurs within the date of such damage as if such date had been originally fixed in this Lease for the expiration last two (2) years of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage may, by written notice to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration other given within sixty (60) days after following such Casualty, elect that Tenant not be required to rebuild, replace and repair any damage or destruction caused by such Casualty (such notice being a "RESTORATION WAIVER"). In the date estimated by event Landlord therefor as extended by this Section 22.4gives Tenant a Restoration Waiver and provided an Event of Default does not then exist, Tenant may render such Restoration Waiver ineffective by giving to Landlord an Extension Notice with respect to the next remaining Extended Term, if any then remains, such Extension Notice to be given, notwithstanding any contrary notice period specified in Paragraph 4, within thirty (30) days following -16- receipt by Tenant of Landlord's Restoration Waiver. In the event that Tenant gives an Extension Notice pursuant to this Subparagraph 13(a) (that is, following receipt of a Landlord's Restoration Waiver), then (1) notwithstanding any contrary provision in Paragraph 4, the Term shall be deemed extended for the subject Extended Term at the Basic Rent set forth in EXHIBIT 5, and (2) Tenant shall not thereafter be entitled to withdraw its option Extension Notice for any reason whatsoever. In the event Landlord or Tenant gives a Restoration Waiver (other than a Landlord's Restoration Waiver which is rendered ineffective pursuant to this Paragraph 13(a)), (A) Tenant shall assign and as its sole remedy terminate release to Landlord all insurance proceeds payable in respect of such Casualty and pay to Landlord the amount of any deductibles; and (B) Tenant shall pay Basic Rent and Additional Rent and otherwise comply with the terms of this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for through the expiration of the Term; provided, however, that if construction is delayed because Term of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding this Lease. This Lease shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord terminate and Tenant shall not have any obligation whatsoever to repair, reconstruct, or restore vacate the Premises when on the damages resulting from any casualty covered by expiration date of the provisions Term. The obligations of Tenant under this Article 22 occur during Paragraph 13 shall survive the last twelve (12) months expiration or earlier termination of the Term or with respect to any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied Casualty which occurs prior to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termor earlier termination. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In (a) If any of the event Purchased Assets is damaged or destroyed during the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation Interim Period, then: (i) as promptly as practicable after such damage can or destruction occurs, the aggregate cost of restoring such damaged or destroyed Purchased Assets to their condition immediately prior to such damage or destruction (the “Restored Condition”) shall, subject to Section 6.10(d), be materially restored within one hundred eighty determined by a qualified engineering firm reasonably acceptable to Buyer and Seller (180the “Qualified Engineering Firm”) days(such aggregate cost with respect to all such Purchased Assets, Landlord the “Full Restoration Cost”); (ii) Seller shall forthwith repair (unless the same Buyer shall have elected its termination right set forth in Section 6.10(b)), as promptly as practicable after such damage or destruction occurs and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from through the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant end of the Premises from time Interim Period, undertake at its sole cost and expense to time. Within forty-five (45) days from the date of such damagereplace, Landlord shall notify Tenantrepair, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair rebuild or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage Purchased Assets to the Building Restored Condition, it being understood that the obligation of Seller to proceed with such replacement, repair, rebuilding or Premises shall be for restoration may, after consultation with and agreement from the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4Buyer, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes continue beyond the reasonable control of LandlordClosing if Seller elects (the “Repair Election”) to continue with such replacement, the period for restorationrepair, repair rebuilding or rebuilding restoration after Closing, in which event, Seller shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything repair, rebuild or restore such Purchased Assets to the contrary contained in this Article: Restored Condition (ai) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, (ii) in accordance with good utility practices and Permits applicable to it, Buyer or the applicable Project Company, and in accordance, in all material respects, with all Laws, (iii) as promptly as reasonably practicable (taking into account good utility practices), and (iv) in consultation with Buyer or the applicable Project Company; (iii) unless the Seller shall have made the Repair Election, the Purchase Price shall be reduced by an amount equal to the remaining aggregate cost, as of Closing, to complete the replacement, repair, rebuilding or restoration of such portion damaged or destroyed Purchased Assets to the Restored Condition, as estimated by the Qualified Engineering Firm (the “Closing Restoration Cost”), which Closing Restoration Cost shall be reduced by the amount of all any related insurance proceeds paid to and, after the Closing, retained by the applicable Project Company (the “Casualty Insurance Proceeds”); provided that if the Parties are unable to obtain an estimate of the property belonging Closing Restoration Cost from the Qualified Engineering Firm prior to Tenant or its licensees from the Closing Date, then the Parties shall reasonably agree in good faith with respect to such portion or all Closing Restoration Cost and, within 10 Business Days of the Building determination by the Qualified Engineering Firm following Closing of the Closing Restoration Cost, the Parties shall reimburse each other for any overpayment or Premises underpayment, as Landlord applicable, as of Closing of the Closing Restoration Cost, based on the Qualified Engineering Firm’s determination thereof; (iv) such casualty loss shall requestnot otherwise affect the Closing; (v) if any such damaged or destroyed Purchased Assets have not been replaced, repaired, rebuilt or restored to the Restored Condition prior to Closing, then, for up to eight full weeks immediately following the Closing, Seller shall pay to Buyer an amount equal to the greater of (A) the Weekly BI Proceeds for each such week, or (B) for each Specified Turbine suffering an Outage during such week, a weekly amount equal to $200,000 (if at least 4 of the days of such week occur during July or August) or $100,000 (if at least 4 of the days of such week occur during a month other than July or August); provided that the amounts designated in this clause (iv)(B) shall not be payable with respect to more than 2 Specified Turbines; provided that in all cases, amounts paid pursuant to this Section 6.10(a)(v) shall be pro-rated for partial weeks. (vi) for purposes of clause (v) above: (vii) (A) “Weekly BI Proceeds” means the amount of any business interruption insurance proceeds paid to and retained by Seller with respect to any period following the Closing and with respect to any Purchased Assets that have not been restored to the Restoration Condition prior to Closing;

Casualty. 22.1 In the event the Premises or the Building are damaged is destroyed or injured by fire fire, earthquake or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled casualty to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant that more than one-third (1/3) of the Premises from time are untenantable, then Lessee may terminate this Lease by providing written notice thereof to time. Within forty-five Lessor within thirty (4530) days from following such casualty. If Lessee does not terminate this Lease pursuant to the date of such damageforegoing sentence, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the otherLessor may, at any time Lessor’s option, proceed with reasonable diligence to rebuild and restore the said Premises or such part thereof as may be injured as aforesaid, provided that within ninety thirty (9030) days after such damagedestruction or injury Lessor will notify Lessee of Lessor’s intention to do so, notice terminating this Lease as and during the period of such rebuilding and restoration the rent shall be abated on the portion of the date Premises that is unfit for occupancy. During any period of such damage. In the event abatement of rent due to casualty or destruction of the giving of such noticePremises, this Lease Lessor shall expire and all interest of use its best efforts to locate comparable space for Lessee at the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Termfair market rate not to exceed Lessee’s rental rate hereunder. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord Lessor shall not be liable for any consequential damages by reason of inability, after use of its best efforts, to locate alternative space comparable to the premises leased hereunder. Notwithstanding the foregoing, Lessor shall be obligated to restore any casualty loss required to repair or replace be insured against hereunder if such restoration can be completed in less than one-hundred twenty (120) days. If any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on is not substantially restored within 120 days following the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance casualty and under Lessee cannot reasonably conduct its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed business in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant in accordance with its usual business operations, Lessee shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the TermLease. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 a. In case of damage to or destruction of the event Building or the Premises or the Building are damaged by fire or other cause and in casualty, Tenant shall give immediate written notice to Landlord’s reasonable estimation . In such damage can be materially restored within one hundred eighty (180) daysevent, Landlord shall forthwith repair the same and may terminate this Lease shall remain in full force and effect, except that upon written notice to Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damagecasualty. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option does not elect to terminate this Lease, then after receipt of sufficient insurance proceeds, Landlord shall restore, repair or restore and rebuild the Premises as nearly as practical to the condition the Premises was in immediately prior to such damage, this Lease continuing in full force and effectcasualty, and Base Rent shall equitably ▇▇▇▇▇ based on the rent hereunder nature and extent of the Premises so damaged from the date of the casualty until the date that the Premises is substantially repaired or restored. All insurance proceeds in connection with any casualty shall be proportionately abated as provided in Section 22.1. 22.3 payable to Landlord. In no event shall Landlord shall not be required to repair or replace restore any damage or loss by or from fire to Tenant’s equipment, trade fixtures or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole controlpersonal property. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 b. Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repairSection 17, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering Building and/or the Premises are damaged by fire or Building requires that any insurance proceeds be applied to such indebtednessother casualty, then Landlord shall have the right to terminate this Lease by delivering upon thirty (45) days written notice of termination to Tenant within fifteen if (15i) days after such requirement is made by any such holder, whereupon this Lease shall end on the date lender holding a mortgage or deed of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to trust encumbering the Building or Premises by the Land requires that any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging insurance proceeds be applied to Tenant or its licensees from such indebtedness; (ii) a material portion or all of the Building or the Premises is damaged such that Landlord determines it would not be feasible to repair such damage; or (iii) Landlord does not (or will not (as determined by Landlord shall requestin its sole discretion) actually receive sufficient insurance proceeds to pay for all such repairs and restoration.

Casualty. 22.1 In (a) If the event the Premises Property or the Building are damaged by fire Purchased Assets suffers material loss or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty after the Visit Date prior to the Closing Date (180i) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent as to which the damage cost of repair or restoration would reasonably be expected to equal or exceed Ten Million and No/100 Dollars ($10,000,000.00) or (ii) to the making of substation located at the Property (including that such repairs shall interfere substation is not operational in a manner substantially consistent with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such its condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of Effective Date or that, following such damagetime after the Effective Date and prior to the Closing if such substation becomes fully energized, it is not fully energized) (collectively, a “Material Casualty”), then, promptly thereafter Seller shall give Purchaser written notice (the “Damage Notice”) thereof. In the event of any (i) Material Casualty that is not reasonably capable of remedy prior to the giving date that is three (3) months after the Outside Date (provided that, if such remedy is so capable, Seller shall be responsible for all costs and expenses of such noticeremedying), this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant Purchaser shall have the right to terminate this Lease Agreement by notice to Landlord Seller given within fifteen twenty (1520) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the Damage Notice. Unless Purchaser exercises its right to terminate this Lease by delivering written notice of termination Agreement pursuant to Tenant within fifteen (15) days after such requirement is made by any such holderthis Section 30(a), whereupon this Lease Purchaser shall end on remain obligated to purchase the date of such damage as if Purchased Assets with no reduction in the date of such damage were Purchase Price, subject to the date originally fixed in this Lease for the expiration of the Term. 22.6 other terms and conditions hereof. In the event of any (i) other loss or damage or destruction to the Building Property or Premises by Purchased Assets that is not a Material Casualty but subject to the proceeds of insurance (including any peril covered by proceeds of business interruption insurance for loss from and after the provisions date of Closing) or (ii) a Material Casualty for which Purchaser does not timely exercise its right to terminate this Article 22Agreement pursuant to this Section 30(a), it Seller shall be Tenant’s responsibility assign to properly secure Purchaser at Closing all interest of Seller in and to any insurance proceeds or claims on account of such casualty or Material Casualty (including any proceeds of business interruption insurance for the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all period after the date of the property belonging Closing Date), less reasonable and documented out of pocket third party costs and expenses incurred by Seller prior to Tenant or its licensees from such portion or all the Closing Date for the direct cost of the Building repair of any of the damage undertaken by Seller with respect to such loss or Premises as Landlord shall requestdamage. (b) PURCHASER WAIVES ANY AND ALL RIGHTS IT MAY HAVE UNDER TEXAS PROPERTY CODE SECTION 5.007, THE VENDOR AND PURCHASER RISK ACT, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Casualty. 22.1 In the event (a) If the Premises or the Building are shall be partially damaged by fire or other cause and in Landlord’s reasonable estimation such casualty so that the damage can reasonably be materially restored repaired by Landlord within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) 180 days from the date of such damagethe damage (90 days for any casualty during the last year of the Term), Landlord then the damage shall notify Tenant, in writing, be diligently repaired by and at the expense of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination the Rent until such repairs shall be binding on Tenant. For purposes of this Lease, the Building or Premises made shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use apportioned according to the part of the Premises for the purpose for which it was being used immediately before such damageis tenantable. 22.2 (b) If such repairs the Premises is rendered wholly untenantable by fire or other casualty or is partially damaged so that the damage cannot, in Landlord’s reasonable estimation, not reasonably be made repaired by Landlord within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) 270 days after such damage, notice terminating this Lease as of the date of the damage (as determined by an independent architect or contractor selected by Landlord), then in any of such damage. In the event events Landlord or Tenant may, within 30 days after such casualty (or in Tenant’s case not sooner than 15 days after receipt of the giving estimated restoration time from Landlord), give the other party a notice in writing of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option intention to terminate this Lease, then Landlord and thereupon the Term shall repair or restore such damageexpire, this Lease continuing in full force and effecteffective the date of the casualty, and Tenant shall vacate the rent hereunder Premises and surrender the same to Landlord within 30 days after the date of the termination notice, provided that for any casualty during the last year of the Term, the restoration period shall be proportionately abated as provided in Section 22.190 days, rather than 270 days. If neither party elects to terminate this Lease, the provisions of Article 15(a) shall govern. 22.3 (c) Landlord shall not be required to repair or replace liable for any damage to, or loss by be required (under any provision of this Lease or otherwise) to repair, restore or replace, any property in the Premises, nor be liable to Tenant for damage arising from rain or snow or from fire the bursting, overflowing or other cause to any panelingsleakage of water, decorationssteam or gas pipes or defect in the plumbing, partitionsHVAC, additions, railings, ceilings, floor coverings, office fixtures mechanical or any other property or improvements installed on electrical systems of the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to unless resulting from the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control gross negligence of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayedTenant not being contributorily negligent. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 a. In case of damage to or destruction of the event Building or the Premises or the Building are damaged by fire or other cause and in casualty, Tenant shall give immediate written notice to Landlord’s reasonable estimation . In such damage can be materially restored within one hundred eighty (180) daysevent, Landlord shall forthwith repair the same and may terminate this Lease shall remain in full force and effect, except that upon written notice to Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damagecasualty. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option does not elect to terminate this Lease, then after receipt of sufficient insurance proceeds, Landlord shall restore, repair or restore and rebuild the Premises as nearly as practical to the condition the Premises was in immediately prior to such damage, this Lease continuing in full force and effectcasualty, and Base Rent shall equitably ▇▇▇▇▇ based on the rent hereunder nature and extent of the Premises so damaged from the date of the casualty until the date that the Premises is substantially repaired or restored. All insurance proceeds in connection with any casualty shall be proportionately abated as provided in Section 22.1. 22.3 payable to Landlord. In no event shall Landlord shall not be required to repair or replace restore any damage or loss by or from fire to Tenant’s equipment, trade fixtures or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole controlpersonal property. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 b. Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repairSection 17, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering Building and/or the Premises are damaged by fire or Building requires that any insurance proceeds be applied to such indebtednessother casualty, then Landlord shall have the right to terminate this Lease by delivering upon thirty (30) days written notice of termination to Tenant within fifteen if (15i) days after such requirement is made by any such holder, whereupon this Lease shall end on the date lender holding a mortgage or deed of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to trust encumbering the Building or Premises by the Land requires that any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging insurance proceeds be applied to Tenant or its licensees from such indebtedness; (ii) a material portion or all of the Building or the Premises is damaged such that Landlord determines it would not be feasible to repair such damage; or (iii) Landlord does not (or will not (as determined by Landlord shall requestin its sole discretion) actually receive sufficient insurance proceeds to pay for all such repairs and restoration.

Casualty. 22.1 a) In the event that, as a result of a casualty insured against by the Premises or Port Authority under the Building New York standard form of fire insurance policy carried by it on the premises, the premises are damaged by fire without the fault of the Lessee, its officers, members, employees, customers, guests, invitees or other cause and persons who are doing business with the Lessee or who are on the premises with the Lessee's consent, so as to render the premises untenantable in Landlord’s reasonable estimation such damage whole or part, then (1) if the Port Authority finds that the necessary repairs or rebuilding can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time completed within ninety (90) days after such the occurrence of the damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord Port Authority shall repair or restore such damage, this Lease continuing in full force and effectrebuild with due diligence, and the rent rental hereunder shall be proportionately abated, as hereinafter provided in the Section of this Agreement entitled "Abatement of Rental", only for the period from the occurrence of the damage to the completion of the repairs or rebuilding, whether or not the work of repair or rebuilding is actually completed within the said ninety (90) days; or (2) if the Port Authority finds that such repairs or rebuilding cannot be completed within ninety (90) days after the occurrence of the damage, or if the Port Authority concludes that other than the premises also require rebuilding, then the Port Authority shall have options: (i) to proceed with due diligence to repair or to rebuild the premises as necessary; or (ii) to terminate the letting as to the damaged portion of the premises only, and the rental hereunder shall be abated as provided in the Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or of this Agreement entitled "Abatement of Rental", from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on and after the Premises byoccurrence of the damage, or belonging to(iii) to terminate the letting as to the entire premises; and in the case of (i) and (iii), Tenant. Any insurance which the rental hereunder shall be abated, as provided in the Section of this Agreement entitled "Abatement of Rental", either, as the case may be carried by Landlord or Tenant against loss or require, for the period form the occurrence of the damage to the Building completion of repairs and rebuilding of the premises or Premises shall be for the sole benefit period from the occurrence of the party carrying such insurance and under its sole control. 22.4 In damage to the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the effective date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayedtermination. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of any loss, damage, or destruction to the giving assets or properties of the Company (including the Real Property or the improvements thereon) resulting in losses of $150,000 or greater, after the date hereof and prior to the Closing, whether by fire, theft, vandalism, terrorism, flood, earthquake, force majeure or other cause or casualty (a “Casualty”), the Company shall promptly notify the Purchaser of the occurrence thereof. Upon receipt of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant Purchaser shall have the right to terminate this Lease by notice Agreement in accordance with the provisions of Section 8.1(d). In the event of such Casualty, if the Purchaser chooses not to Landlord within fifteen terminate the Agreement, the Shareholders shall have the right to (15i) days after receipt of Landlord’s notice; cause the Company to repair and restore the loss, damage or destruction before the Closing, in which event (a) the Shareholder shall cause the Company to restore such assets or properties to substantially the condition in which they existed immediately prior to the Casualty, (b) in the event Shareholders shall be entitled, but not obligated, to postpone the holder Closing for up to thirty (30) Business Days upon written notice of any indebtedness secured by such postponement to the Purchaser, which notice shall specify a mortgage or deed of trust covering new date for the Premises or Building requires that any insurance proceeds be applied to Closing, and (c) if such indebtednessrepair and restoration work is not completed at Closing, then Landlord the Purchaser shall have the right to terminate this Lease by delivering written notice Agreement or proceed to the Closing, in which event the Purchaser may withhold that portion of termination the Purchase Price equal to Tenant within fifteen the estimated cost of repair and restoration for such assets or properties, or (15ii) days after without repairing the Casualty, and without recourse or warranty, cause the Company to pay the Purchaser the amount of the deductible (or the self-insured retainage) under the insurance policy of the Company covering such requirement is made by any such holderassets or properties, whereupon this Lease the Closing shall end on the date of such damage take place as if no Casualty had occurred and without any reduction in the date of such damage were the date originally fixed in this Lease for the expiration of the TermPurchase Price. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 15.01. In the event that all or any part of the Premises Office is damaged or the Building are damaged destroyed by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty casualty (180) days"CASUALTY"), Landlord shall forthwith repair the same and this Lease shall remain in full force and effect; provided, except however, that Tenant shall be entitled in the event the damage or destruction is so extensive as to amount to a proportionate abatement in rent from Total Loss (as such term is defined below) of the Office or the Project, this Lease shall terminate as of the date of such damagethe Casualty. Such abatement In the event this Lease is not terminated pursuant to the provisions of rent the immediately preceding sentence, Landlord shall be made pro rata in accordance with repair or restore the extent Office provided: (i) the entire cost of repair and restoration is paid out of the proceeds of the Project's Insurance; (ii) the holders of any mortgages, deeds of trust, ground and master leases encumbering the Project, consent to which the application of the proceeds of the Project's Insurance to the cost of repair and restoration; (iii) the damage or destruction does not result in the termination of any underlying or ground lease; (iv) the damage or destruction was not caused, by any intentional tort, or violation of Law on the part of Tenant or any person permitted in the Office by Tenant; (v) there are at least three years remaining in the term of this Lease or any renewal term then in effect; and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45vi) within 90 days from after the date of such damagethe damage or destruction, Landlord shall notify Tenant, in writing, gives Tenant notice of Landlord’s reasonable estimation of 's intention to repair or restore. In the length of time within which material restoration can be madeevent Landlord does not give the notice provided for in the immediately preceding clause (vi), and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building Tenant or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating may terminate this Lease as of the date of such damagethe damage or destruction by notice given within 120 days after the date of the damage or destruction. In the event Landlord elects to repair or restore the Office subject to and in accordance with clauses (i) through (vi) of this Section 15.01, Landlord shall commence and prosecute the giving completion of such noticerepair or restoration with reasonable diligence, this Lease shall expire and all interest taking into account the amount of time which may be required to effect a settlement with or otherwise collect the Tenant in insurance proceeds from the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Terminsurer(s). In the event that neither this Lease is not terminated as a result of the damage or destruction and Landlord nor Tenant exercises its option is obligated to terminate this Lease, then Landlord shall repair or restore such damagethe Office, this Lease continuing in full force Tenant shall reinstall and effect, and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant. Any insurance which may be carried by Landlord or reconstruct Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration Improvements within sixty (60) 45 days after the date estimated by Landlord therefor as extended by this Section 22.4gives Tenant notice that the Office is Ready for Occupancy, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after reopen the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease Office for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.LEASE - 24

Casualty. 22.1 In the event the Premises or that the Building are is damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) dayscasualty, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from restored by Landlord, at its own expense, with reasonable dispatch. In the date event the cost of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage repairs and the making of such repairs shall interfere with the use and occupancy by Tenant restoration exceeds fifty percent (50%) of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation full insurable value of the length of time within which material restoration can be madeLeased Premises, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating then either party may terminate this Lease as of the date of such destruction or damage by providing written notice to the other party within fifteen (15) days after the date of destruction or damage. In the event of Upon the giving of such notice, this Lease shall expire be terminated and all interest of cancelled and the Leased Premises surrendered by Tenant, and any advance rentals which may have been paid by Tenant in the Premises shall terminate as of be re-paid to Tenant from and after the date of such damage as if such date had been originally fixed in damage. If this Lease for is not so terminated, Landlord shall restore the expiration structure and exterior of the TermBuilding and the Leased Premises and the interior of the Leased Premises (to the extent of the additions, alterations and improvements that would be required to be surrendered to Landlord upon termination of this Lease or that would be required to be removed by Tenant, as described on Exhibit E), at its own expense, within a reasonable time after such destruction or damage. All rents payable to Landlord shall ▇▇▇▇▇ during the period of any restoration in proportion to the area of the Leased Premises rendered unusable by reason of such casualty. In the event that neither Landlord nor the damage or loss to the Leased Premises is a result of Tenant’s negligence, Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, be responsible for the deductible portion of any insurance proceeds and the rent hereunder shall be proportionately abated as provided in Section 22.1. 22.3 Landlord shall not be required to repair or replace any damage or loss by or from fire or other cause to any panelings, decorations, partitions, additions, railings, ceilings, floor coverings, office fixtures or any other property or improvements installed on the Premises by, or belonging to, Tenant▇▇▇▇▇. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. 22.4 In the event that any restoration of the Leased Premises required to be performed by Landlord should fail to under this paragraph 30 is not complete such repairs and material restoration within sixty one hundred twenty (60120) days after from the date estimated by Landlord therefor as extended by this Section 22.4of destruction or damage, Tenant may may, at its option and as its sole remedy terminate this Lease by delivering upon ten (10) days’ written notice to Landlord, within fifteen terminate this Lease. Landlord shall not be liable or responsible, and the one hundred twenty (15) days after 120)-day period mentioned in the expiration of said period of timepreceding sentence shall be extended, whereupon the Lease shall end on the date of such notice for any delays in repairing or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenantrebuilding due to war, strikes, lockoutslabor unrest or activities, casualtiesriots, Acts government action, acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term inclement weather or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (15) days after receipt of other cause beyond Landlord’s notice; and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Building requires that any 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 fifteen (15) days after such requirement is made by any such holder, whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Termcontrol. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the property belonging to Tenant or its licensees from such portion or all of the Building or Premises as Landlord shall request.

Casualty. 22.1 In the event the Premises or the Building are damaged by fire or other cause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall forthwith repair the same and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate abatement in rent from the date of such damage. Such abatement of rent shall be made pro rata in accordance with the extent to which the damage and the making of such repairs shall interfere with the use and occupancy by Tenant of the Premises from time to time. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord’s reasonable estimation of the length of time within which material restoration can be made, and Landlord’s determination shall be binding on Tenant. For purposes of this Lease, the Building or Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was being used immediately before such damage. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days, Landlord and Tenant shall each have the option of giving the other, at any time within ninety (90) days after such damage, notice terminating this Lease as of the date of such damage. In the event of the giving of such notice, this Lease shall expire and all interest of the Tenant in the Premises shall terminate as of the date of such damage as if such date had been originally fixed in this Lease for the expiration of the Term. In the event that neither Landlord nor Tenant exercises its option to terminate this Lease, then Landlord shall repair or restore such damage, this Lease continuing in full force and effect, and the rent hereunder shall be proportionately abated Except as provided in Section 22.1. 22.3 Landlord shall not be required 3.1 of this -------- ----------- Agreement, Seller assumes all risks and liability for damage to repair or replace any damage or loss injury occurring to the Properties by or from fire or other cause to any panelingsfire, decorationsstorm, partitionsaccident, additions, railings, ceilings, floor coverings, office fixtures or any other property casualty or improvements installed on cause until the Premises by, Closing has been consummated. If any of the Kalamazoo Improvements or belonging to, Tenant. Any insurance which may the Farmington Improvements shall be carried by Landlord destroyed or Tenant against loss or damage damaged prior to the Building Closing, and if either the estimated cost of repair or Premises shall be for replacement exceeds One Million Dollars ($1,000,000.00) or the sole benefit damage results in the termination of either of the party carrying such insurance and under its sole control. 22.4 In the event that Landlord should fail to complete such repairs and material restoration within sixty (60) days after the date estimated Leases, Buyer may, by Landlord therefor as extended by this Section 22.4, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice given to Landlord, Seller within fifteen twenty (15) days after the expiration of said period of time, whereupon the Lease shall end on the date of such notice or such later date fixed in such notice as if the date of such notice was the date originally fixed in this Lease for the expiration of the Term; provided, however, that if construction is delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, Acts of God, war, material or labor shortages, government regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. 22.5 Notwithstanding anything to the contrary contained in this Article: (a) Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the Premises when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by notice to Landlord within fifteen (1520) days after receipt of Landlord’s notice; and (b) written notice from Seller of such damage or destruction, elect to terminate this Agreement, in the which event the holder Deposit shall immediately be returned to Buyer and the rights, duties, obligations, and liabilities of any indebtedness secured by a mortgage all Parties hereunder shall immediately terminate and be of no further force or deed effect, except for the indemnity obligations of trust covering the Premises Parties that expressly survive the termination of this Agreement. If Buyer does not elect to terminate this Agreement pursuant to this Section 7.2, or Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the has no right to terminate this Lease ----------- Agreement (because the damage or destruction does not exceed $1,000,000.00 and has not resulted in the termination of either of the Leases), and the sale of the Property is consummated, Buyer shall be entitled to receive all insurance proceeds (subject to any rights of Lessee under the Leases to such proceeds) paid or payable to Seller or the Companies by delivering reason of such destruction or damage under the insurance (less amounts of insurance theretofore received and applied by Seller or the Companies to costs actually incurred for restoration). Neither Seller nor the Companies shall settle or release any damage or destruction claims without obtaining Buyer's prior written notice consent in each case. All said insurance proceeds received by Seller or the Companies by the date of termination Closing shall be paid by Seller to Tenant within fifteen (15) days after Buyer at Closing, together with the amount necessary to cover any difference between the amount of such requirement proceeds and the estimated cost of repair or replacement to the extent such amount is made not paid or obligated to be paid by Lessee under the applicable Lease. In addition, at Closing, Seller shall pay over to Buyer, and assign to Buyer, all proceeds of any such holder, whereupon this Lease shall end rent loss insurance for the period of time commencing on the date of such damage as if Closing. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of such damage were the date originally fixed Closing, Seller shall cooperate with Buyer in this Lease for the expiration of the Term. 22.6 In the event of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, it order that Buyer shall be Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of receive all of Seller's or the property belonging to Tenant or its licensees from Companies' right, title, and interest in and under such portion or all of the Building or Premises as Landlord shall requestinsurance proceeds.