Common use of Casualty Clause in Contracts

Casualty. (a) If, at any time during the Term, the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during the Term, the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged by fire or other casualty, and as a result thereof(ii) rebuilding or repairs can be completed within ninety (90) days from the date of the damage, this Lease shall continue and Landlord agrees to rebuild or repair the Premises at Landlord's cost and expense to substantially the condition in which they existed prior to the damage within ninety (90) days from the date of the damage. If Landlord fails to rebuild or repair the Premises to the condition and within the time period provided in this subparagraph, Tenant may terminate this Lease by giving Landlord written notice of termination. (b) If (i) any portion of the Premises is denied reasonable use damaged by fire or access other casualty, and (ii) rebuilding or repairs cannot be completed within ninety (90) days from the date of the damage, Landlord agrees to promptly notify Tenant in writing of the estimated time required to rebuild or repair the Premises. Tenant may terminate this Lease by giving Landlord written notice of termination within thirty (30) days after receipt of Landlord's notice. If Tenant does not terminate this Lease under this subparagraph, this Lease shall continue and Landlord agrees to rebuild or repair the Premises at Landlord's cost and expense to substantially the condition in which they existed prior to the damage within the estimated time. If Landlord fails to rebuild or repair the Premises to the condition provided in this subparagraph and within the estimated time period, Tenant may terminate this Lease by giving Landlord written notice of termination. (c) If (i) any portion of the Premises is damaged by fire or other casualty, and (ii) this Lease continues, then (during the period from the date of the damage to the date the Premises are rebuilt or repaired) the Rent shall be reduced by an amount equal to the product of the Rent times a material portion fraction, the numerator of which shall be the area of the Premises damaged and the denominator of which shall be the area of the Premises.

Casualty. (a) If, at any time during the Term, the Building or If the Premises are or any portion thereof shall be damaged or destroyed by a fire or other insured casualty, rendering the same materially unfit for the operation of the business of Tenant, and if, in the Landlord’s reasonable judgment, the same cannot reasonably be repaired or restored within one hundred twenty (120) days from the date of commencement of such repair or restoration, or if Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take not be obligated to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as Premises by reason of the date that is seventy-five terms of subsection (75b) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election below and shall elect not to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease)same, as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and then this Lease shall cease and terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, provided that, if any such restoration by Landlord shall not have been completed within such one hundred twenty (120) day period, then Tenant Landlord shall have the right such additional time as may be reasonably necessary to terminate complete such restoration, provided that such additional time does not exceed one hundred twenty (120) days, and if so completed, this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), shall not later than thirty (30) days following Tenant's receipt of the Restoration Noticebe terminated. If this Lease is terminated by Landlord pursuant shall so terminate, Tenant shall pay Rent apportioned to Section 5.1(a) the time of the damage (or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as may cease any use of the Premises) and shall immediately surrender the Premises to Landlord, without further liability or obligation of Tenant is continuously and diligently using good faith commercially reasonable efforts Landlord hereunder, provided, however, that nothing contained herein shall release Tenant from any liability or obligation arising or incurred prior to relocate, the time of such damage or casualty and Tenant’s cessation of use of the Premises. (b) Tenant's liability for 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 this Lease shall not have been terminated as hereinabove provided, then in either such event, Landlord shall re-enter and repair said damage and the Rent shall cease proportionately as of be equitably abated for the date Tenant vacates the Premisesperiod during which such repairs are being made, and (c) provided that Landlord shall not have any prepaid Rent for obligation to repair or replace any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged other than the 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 shall (A) occur during the last three (3) years of the then applicable Term, including any extended Term, (exclusive of any unexercised options to extend the Term which may be provided in this Lease, unless, within ten (10) days after demand made by Landlord aftersuch casualty, Tenant shall elect to extend the Term to the extent permitted by the terms of this Lease, and as a result thereof, Tenant is denied reasonable use or access to a material portion thereof there shall then be in excess of three (3) years remaining in the Term) and (B) exceeds twenty (20%) of the Premisesusable 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 (by reason of the requirements of Landlord’s mortgage or otherwise) to pay in full the cost of such restoration.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 forthwith 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 property 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a), this Article: (ia) if there is Material Damage (as hereinafter defined) Landlord and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord the other party within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's receipt when the damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months of the Restoration Notice. If Term or any extension thereof; 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at Tenant immediately shall give written notice to Landlord of any time during the Term, the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period")Building, Project, or the Land. If the Restoration Period is estimated to exceed fifteen (15) months (Premises, Building, Project, or the "Maximum Restoration Period")Land are totally destroyed by an insured peril, Landlord mayor so damaged by an insured peril that, in such noticeLandlord’s estimation, elect to terminate this Lease as rebuilding or repairs cannot be substantially completed (exclusive of the date that is seventy-five leasehold improvements Tenant makes) within two hundred ten (75210) days after the date of discovery Landlord’s actual knowledge of the damage, then Landlord may terminate this Lease by delivering to Tenant written notice of termination within thirty (30) days after the damage. If the Premises, Building, Project, or the Land are totally destroyed by an insured peril, or so damaged by an insured peril that, in Landlord’s estimation, rebuilding or repairs cannot be substantially completed (exclusive of leasehold improvements Tenant makes) within two hundred ten (210) days after the date of Landlord’s actual knowledge of the damage, then Landlord may, at its expense, relocate Tenant to space reasonably comparable to the Premises, provided that Landlord notifies Tenant of its intention to do so in a written notice delivered to Tenant within thirty (30) days after the damage. Such relocation may be for a portion of the remaining Term or the entire Term. Landlord shall complete any such relocation within ninety (90) days after Landlord has delivered such written notice to Tenant. If the Premises, Building, Project, or the Land are totally destroyed by an insured peril, or so damaged by an insured peril that, in Landlord’s estimation, rebuilding or repairs cannot be substantially completed (exclusive of leasehold improvements Tenant makes) within two hundred ten (210) days after the date of Landlord’s actual knowledge of the damage, and if Landlord does not elect to relocate Tenant following such damage to the Premises or destruction; providedthe Building, howeverand a Tenant Party did not cause such damage, then Tenant may terminate this Lease by delivering to Landlord written notice of termination within (15) days following the date on which Landlord notifies Tenant in writing of the estimated time for the restoration. If Landlord estimates that notwithstanding Landlord's election to restorethe Premises will remain untenantable for in excess of two hundred ten (210) days, then Tenant may elect to terminate this Lease by written notice delivered to Landlord delivered within forty-five thirty (4530) days following Landlord’s delivery to Tenant of receipt of a notice from Landlord estimating a Restoration Period for the estimated duration that the Premises longer than will remain untenantable. If Landlord estimated the Maximum Restoration Period. Unless either Landlord duration that the Premises would remain untenantable at two hundred ten (210) days or less, and following two hundred ten (210) days’ from the date of casualty the Premises remains untenantable, then Tenant so elects to may thereafter terminate this Lease pursuant upon ten (10) business days’ prior written notice to this Section 5.1, Landlord (and such termination shall promptly restore be effective unless Landlord delivers the Premises in the required condition within said ten (including all tenant improvements 10) business day period). If Landlord estimated the duration that were part of the Premises as of the date of would remain untenantable at more than two hundred ten (210) days (but neither party elected to terminate this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is remains untenantable for more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following the estimated completion date (subject to extension for force majeure and delays caused by Tenant's receipt ), then Tenant may thereafter terminate this Lease upon ten (10) business days’ prior written notice to Landlord (and such termination shall be effective unless Landlord delivers the Premises in the required condition within said ten (10) business day period). If there is a casualty during the last twelve (12) months of the Restoration Notice. If Term, and if due to such casualty Landlord estimates that the Premises shall remain untenantable for in excess of thirty (30) days, then Tenant may elect to terminate this Lease is terminated by written notice delivered to Landlord pursuant within ten (10) business days following Landlord’s delivery to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of estimated duration that the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premiseswill remain untenantable.

Casualty. (a) If, at any time during the Term, the Building or A. If the Premises are shall be damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effectnotify Landlord, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. repair the damaged portions of the Premises (b) Notwithstanding anything to but not any of the contrary contained in Section 5.1(aTenant’s property therein or improvements or alterations made by the Tenant), (i) if there is Material Damage (as hereinafter defined) and except that if, in Landlord’s reasonable judgment, the date set forth in the Restoration Notice is damage would require more than twelve sixty days work to repair, or if the insurance proceeds (12excluding rent insurance) months from which Landlord anticipates receiving must be applied to repay any mortgages encumbering the date Building or are otherwise inadequate to pay the cost of such damagerepair, then Tenant Landlord shall have the right to terminate this Lease by giving so notifying Tenant, which notice to Landlord shall specify a termination date not less than fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's receipt after its transmission. If Landlord is so required to repair, the work shall be commenced promptly and completed with due diligence, taking into account the time required by 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, or causes beyond Landlord’s reasonable control. B. During the period when Tenant shall be deprived of possession of the Restoration Notice. If this Lease is terminated Premises by Landlord pursuant reason of such damage, Tenant’s obligation to pay Base Rent under Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term 6 shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately ▇▇▇▇▇ as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable casualty in the proportion which the damaged area of the Premises bears to the entire Premises. C. If Landlord does not restore the Premises or the affected portion to tenantability within one hundred eighty (180) days after such casualty (provided that the nature of the damage is damaged and thereby rendered untenantable or not such that it reasonably usable by Tenant for its then current Permitted Usecould be repaired within one hundred eighty [180] days after commencement of work), or so commences restoration and pursues the same with due diligence if restoration cannot be completed within such one hundred eighty (ii180) a portion of the Premises is damaged and as a result thereofdays, Tenant is denied may then terminate this Lease, retroactive to the date of casualty; provided, however, such one hundred eighty (180) day period shall be extended by causes delaying the work of restoration which are beyond Landlord’s reasonable use or access to a material portion of the Premisescontrol.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 with in 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 oh 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option an as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenantday's after receipt of Landlord's notice: and (b) in the Restoration Notice. If event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises of Building requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate same unless this Lease is terminated as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within permitted herein. Within forty-five (45) days from the date of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1such damage, Landlord shall promptly restore notify Tenant if the Building is damaged in excess of twenty-five percent (25%) of the Building’s precasualty value, as reasonably determined by Landlord (damage in excess of such amount being referred to as “Major Damage” and damage equal to or less than such amount being referred to as “Minor Damage”). If Major Damage occurs, Landlord may elect to terminate the Lease. If Minor Damage occurs then Landlord shall repair such damage and rebuild that portion of the Building or the Premises damaged. In the event of Major Damage, if Landlord gives its written notice to Tenant electing to rebuild, within sixty (including all tenant improvements that were part of the Premises as 60) days of the date of this Lease)damage, as needed to obtain any license, clearance or other authorization in the event of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminateMinor Damage, this Lease shall remain in full force and effect, and Landlord effect provided the repairs are completed within one hundred eighty (180) days except the Rent shall complete all repairs and restoration as soon as be reasonably practicable. (b) Notwithstanding anything to abated during the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and period of repair based on that portion of the date set forth rentable square feet of the Premises not reasonably useable by Tenant. If in the Restoration Notice is more than twelve (12) months from event of Major Damage, Landlord elects by written notice to Tenant not to rebuild, then this Lease shall automatically terminate as of the effective date of such damagenotice, then Tenant the Rent shall have the right to terminate this Lease be reduced by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire proportionate amount based upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts extent to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area which Tenants use of the Premises is damaged impaired, and thereby rendered untenantable Tenant shall pay such reduced Rent up to the date of termination. Landlord agrees to refund to Tenant any Rent previously paid for any period of time subsequent to such date of termination. Landlord shall not be required to repair any damage by fire or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion other cause to the property of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesTenant.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are is damaged or destroyed by a fire or other insured casualtycasualty covered by insurance, Landlord shall notify Tenant within 30 days after discovery of such damage then (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate unless this Lease is terminated as of the date that is seventy-five (75hereinafter provided) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain continue in full force and effect, Tenant shall not be entitled to any abatement of rental, and Landlord shall complete all repairs promptly and restoration as soon as reasonably practicable. (b) Notwithstanding anything diligently proceed, after adjustment of such loss, to repair or restore the Premises to the contrary contained condition which Landlord furnished to Tenant upon the commencement of the Term. Landlord shall be under no obligation to restore any Alterations to the Premises made by Tenant unless the same is covered by the casualty insurance required to be maintained hereunder, and nothing herein shall be construed to require Landlord to insure such property. In no event shall Landlord be obligated to expend an amount in Section 5.1(a)excess of the insurance proceeds available to Landlord for such repair or restoration. If the Premises are repaired as provided herein, then Tenant shall repair and restore its furnishings, furniture, equipment and personal property at its own expense. Notwithstanding the foregoing, if any destruction or damage to the Premises or Building (iwhether or not the Premises are affected) if there is Material Damage so extensive that Landlord will be commercially and financially unable to repair or restore the Premises or Building within one hundred fifty (150) days, or the proceeds of insurance are not sufficient or available to fully pay the cost of the repair or restoration, then Landlord may terminate this Lease effective as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from of the date of such damagethe damage by written notice to Tenant within 30 days of the casualty. Except in the case of an event of force majeure (defined below), then if Landlord has not terminated this Lease pursuant to the preceding sentence and the Premises are not repaired or rebuilt within one hundred eighty (180) days after the casualty, Tenant shall have the right to terminate this Lease by giving notice to Landlord within twenty (a "TENANT TERMINATION NOTICE"), not later than thirty (3020) days following Tenant's receipt the expiration of the Restoration Noticeone hundred eighty (180) day period. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to The provisions of this Section 5.1(b)are subject to the rights of Landlord’s mortgagees, (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantif any. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are damaged or destroyed by a fire or -------- other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate same unless this Lease is terminated as of the date that is seventy-five permitted herein. Within twenty (7520) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Landlord shall notify Tenant if the Building is damaged in excess of twenty-five percent (25%) of the Building's precasualty value, as reasonably determined by Landlord (damage in excess of such amount being referred to as "Major Damage" and damage equal to or less than such amount being referred to as "Minor Damage"). If Major Damage occurs, Landlord by written notice to Tenant within thirty (30) days from the date of casualty may elect to terminate the Lease, provided, however, 18 LEASE AGREEMENT that if Major Damage occurs in the last year of the Lease Term, Tenant shall have the right to terminate this Lease by giving written notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following Tenant's receipt of the Restoration Noticecasualty. If Minor Damage occurs then Landlord shall repair such damage and rebuild that portion of the Building or the Premises damaged. In the event of Major Damage, if Landlord gives its written notice to Tenant electing to rebuild or in the event of Minor Damage, this Lease is terminated by Landlord pursuant to Section 5.1(ashall remain in full force and effect provided the repairs are completed within one hundred eighty (180) or by Tenant pursuant to this Section 5.1(b), (a) days except the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately be reasonably abated during the period of repair based on that portion of the Premises not reasonably usable by Tenant. If in the event of Major Damage, Landlord elects by written notice to Tenant not to rebuild, then this Lease shall automatically terminate as of the effective date of such notice, the Rent shall be reduced by a proportionate amount based upon the extent to which said damage interfered with the business carried on by Tenant vacates in the Premises, and (c) the Tenant shall pay such reduced Rent up to the date of termination. ▇▇▇▇▇▇▇▇ agrees to refund to Tenant any prepaid Rent previously paid for any period after of time subsequent to such date of termination. Landlord shall not be required to repair any damage by fire or other cause to the date Tenant's liability for Rent has ceased shall be refunded by Landlord to property of Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within forty-five (45) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 or if the condition of the Premises prevents or materially interferes with Tenant's use of the Premises for the purpose for which it was being used immediately prior to such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured cause and in Landlord’s reasonable estimation such damage can be materially restored within two hundred thirty (230) days following the date of the casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 (including if the same prevents access to 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 two hundred thirty (230) days following the date of the casualty, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.within fifteen

Casualty. (a) If, at any time during 22.1 In the Term, the Building or event the Premises are is damaged or destroyed by a fire or other insured casualtycasualty and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, except that Tenant shall be entitled to a 10/31/01 CALWEST TX MTIN REVISED 7/15/02 2▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇, ▇▇▇▇▇ ▇▇-▇▇▇▇▇▇ v6 1202810-00004 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. Additionally, if any fire or other casualty damages the Premises within the last nine (9) months of the Term, or if any fire or other casualty to any other portion of the Building materially and adversely affects Tenant’s use or occupancy of the Premises or Tenant’s access thereto, Tenant shall have the option of giving Landlord, at any time within ninety (90) days after such damage, written notice terminating this Lease as of the date of such damage. In the event of the giving of any such notice of termination, 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, and neither party shall have any further obligations hereunder (except for any such obligations which expressly survive the termination or expiration of this Lease). 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 all such repairs and material restoration within thirty (30) days after the date estimated by Landlord therefor as soon specified by Landlord in accordance with Section 22.1, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within thirty (30) 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a), this Article: (i) if there is Material Damage (as hereinafter defined) and Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date of Term or any extension thereof, but if Landlord determines not to repair such damage, then damages Landlord shall notify Tenant and Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following Tenant's after receipt of the Restoration Notice. If Landlord’s notice whereupon this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to shall end on the date of such damage as if the date of such damage were the date originally fixed in this Section 5.1(b), (a) Lease for the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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 10/31/01 CALWEST TX MTIN REVISED 6/9/2009 18▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇-▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇ -15- 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a), this Article: (i) if there is Material Damage (as hereinafter defined) and Landlord shall not have any obligation whatsoever to repair, reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (ii) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. 10.1.1 Tenant shall promptly notify Landlord in writing (a “Damage Notice”) of any fire or other casualty event, damage or condition of the Premises to which this Section 10.1 is or may be applicable (a “Casualty”). Following receipt of a Damage Notice (or Landlord’s discovery of any damage caused by a Casualty (“Casualty Damage”)), Landlord shall have the right to elect, in Landlord’s sole and absolute discretion, to either (a) If, at any time during the Term, the Building or the Premises are damaged or destroyed terminate this Lease by a fire or other insured casualty, Landlord shall notify delivery of written notice thereof to Tenant within 30 ninety (90) days after following Landlord’s discovery of such Casualty or (b) to continue this Lease in effect; provided that Landlord shall have no right to so terminate this Lease unless: (i) such damage renders fifty percent (50%) or more of the Premises unusable, (ii) the Estimated Restoration period (defined below) exceeds one hundred eight (180) days, (iii) the cost of the Restoration (defined below) is not fully covered by insurance proceeds available to Landlord (with the exception of any deductible that is the responsibility of Landlord pursuant to the terms of its insurance policy) or (iv) the Holder of any Security Document requires any insurance proceeds with respect to such Casualty to be applied to the outstanding balance of the obligation secured by such Security Document. If Tenant notifies Landlord that it is prevented from using the Premises for the Permitted Use as a "result of any Casualty Damage, then Landlord shall within twenty (20) days thereafter provide written notice (the “Restoration Notice"”) as to Tenant setting forth the period of time (the “Estimated Restoration Period”) that Landlord reasonably believes shall be required to complete the Restoration (defined below) with respect to the amount Premises to the extent necessary to allow Tenant’s use of time Landlord reasonably estimates it will take to restore the Premises, as applicable Premises for the Permitted Use (the "Restoration Period"“Premises Restoration”). If the Estimated Restoration Period is estimated to exceed fifteen more than ninety (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (7590) days after following the date of discovery of such damage or destruction; providedTenant’s notice, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving Lease, but only on the condition that Tenant delivers written notice of termination to Landlord on or before the day that is ten (a "TENANT TERMINATION NOTICE"), not later than thirty (3010) business days following Tenant's receipt after Landlord’s delivery of the Restoration Notice. If In addition, if Landlord shall fail to complete the Premises Restoration, on or before the date that is sixty (60) days after the last day of the Estimated Restoration Period, Tenant shall have the right to terminate this Lease, but only on the condition that Tenant delivers written notice of termination to Landlord on or before the day that is ten (10) business days after the date that is sixty (60) days after the last day of the Estimated Restoration Period. 10.1.2 Unless this Lease is terminated in accordance with Section 10.1.1, above, Landlord shall begin to repair the Casualty Damage to the Building, the Datacenter and the Premises promptly after its discovery of any Casualty Damage (subject to reasonable delays for insurance adjustment or other matters beyond Landlord’s reasonable control, and subject to all other terms of this Section 10.1) and shall proceed with reasonable diligence to restore (the “Restoration”) the Building, the Datacenter and the Premises to substantially the same condition as it existed before such Casualty, except for modifications required by applicable Laws and modifications that are deemed desirable by Landlord pursuant and that are consistent with Institutional Owner Practices; provided, however, that Landlord shall not be required to Section 5.1(a) repair or replace any of any Tenant’s Personal Property or any Alterations made by Tenant pursuant to this Section 5.1(b(all of which shall be promptly repaired, restored and/or replaced by Tenant), (a) the Term . Landlord shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's have no liability for any inconvenience or annoyance to Tenant or injury to Tenant’s business as a result of any Casualty, or the Restoration, regardless of the cause therefor. Base Rent shall cease proportionately as of a▇▇▇▇ if and to the date extent Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord ceases to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) use a material portion of the Premises is Datacenter Space that was damaged by a Casualty and rendered unfit for use for the Permitted Use as a result thereof, for the period of time commencing on the date Tenant is denied reasonable use or access to a material stops using such damaged portion of the PremisesDatacenter Space and continuing until the Premises Restoration is substantially complete (as reasonably determined by Landlord’s architect). 10.1.3 Landlord and Tenant agree that the provisions of this Section 10.1 and the remaining provisions of this Lease shall exclusively govern the rights and obligations of the parties with respect to any Casualty, and Landlord and Tenant hereby waive and release each and all of their respective common law and statutory rights inconsistent herewith, whether now or hereinafter in effect.

Casualty. (a) IfIf the Leased Premises is damaged by fire or other -------- casualty, the Landlord will promptly give written notice to Tenant whether the damaged area can reasonably be repaired within 180 days after the date on which all requisite permits and licenses for the repair thereof are obtained from the appropriate governmental authorities. If Landlord notifies Tenant that it does not believe that the damaged area can reasonably be repaired within such 180-day period, then both Landlord and Tenant will have the option of terminating this Lease by giving written notice thereof to the other at any time during the Term, the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery Tenant's receipt of the aforementioned notice from Landlord. If Landlord determines that the damaged area can reasonably be repaired within such damage 180-day period or destructionif neither party elects to terminate this Lease despite the fact that Landlord has determined that the damaged area cannot be reasonably repaired within such 180-day period, then Landlord will proceed to repair the damaged area at its sole expense; provided, however, that notwithstanding LandlordLandlord will in no event be required to repair any improvements previously made to the Leased Premises by or at the request of Tenant pursuant to (S)10 hereof. If the Leased Premises are rendered untenantable in whole or in part as a result of a fire or other casualty which was not caused by Tenant, then all rent and other payments accruing after the occurrence of any such fire or other casualty and prior to the completion of the repair of the Leased Premises will be equitably and proportionately abated to reflect the untenantable portion of the Leased Premises. Landlord will not be liable to Tenant for any inconvenience or interruption to Tenant's election business occasioned by such fire or other casualty or the concomitant repair of the damaged area. In addition to restorethe termination rights given to Landlord and Tenant in the immediately preceding paragraph of this (S)19, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall will also have the right to terminate this Lease upon the occurrence of any of the following events: (a) the occurrence of any fire or other casualty during the last two years of the Lease Term it at least 50% of the rentable square feet contained within the Leased Premises are rendered untenantable as a result of the occurrence of such fire or other casualty; (b) Landlord's failure to begin its repair of any damaged area in the Leased Premises caused by such fire or other casualty within 60 days after the occurrence thereof, subject to the occurrence of any Delay Event (as that term is defined in (S)9 hereof); or (c) Landlord's failure (subject to the occurrence of any Delay Event) to complete the repair of any damaged area within 180 days after the date on which all requisite permits and licenses for the repair thereof are obtained from the appropriate governmental authorities, notwithstanding the fact that Landlord had earlier given written notice to Tenant that the damaged area could reasonably be repaired within the aforementioned 180 day period. Tenant will exercise any termination right granted to it in this paragraph by giving written notice of such termination to Landlord (a "TENANT TERMINATION NOTICE"), not later than at any time within thirty (30) days following after the date of the occurrence of the event giving rise to Tenant's receipt of the Restoration Noticetermination right hereunder. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by in accordance with the provisions of this (S)19, all Base Rent, Excess Expense payments and other monetary obligations of Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately hereunder will be prorated effective as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date of Tenant's liability for Rent has ceased shall be refunded by Landlord delivery of any such termination notice to TenantLandlord. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) IfIf the Premises or the Building are damaged by fire or other -------- casualty, at any time during Landlord shall forthwith repair the Term, same unless this Lease is terminated as permitted herein. If the Building or the Premises are is damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to casualty so that the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period Premises are rendered unsuitable for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part conduct of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damageTenant's business, then Tenant shall have the right to terminate this Lease by giving Lease, upon written notice to Landlord, if such damage cannot be or is not repaired within sixty (60) days after the damage occurs. Within twenty (20) days from the date of any damage, Landlord shall notify Tenant if the Building is damaged in excess of twenty-five percent (25%) of the Building's precasualty value, as reasonably determined by Landlord (a damage in excess of such amount being referred to as "TENANT TERMINATION NOTICEMajor Damage" and damage equal to or less than such amount being referred to as "Minor Damage"). If Major Damage occurs, Landlord may elect to terminate the Lease. If Minor Damage occurs then Landlord shall repair such damage and rebuild that portion of the Building or the Premises damaged, but not later than thirty including Tenant Finish in excess of Building-Standard Tenant Finish (30which Tenant shall be obligated to repair at its own expense) or any of Tenant's Property. In the event of Major Damage. if Landlord gives its written notice to Tenant electing to rebuild or in the event of Minor Damage, this Lease shall remain in full force and effect provided the repairs are completed within one hundred eighty (180) days following Tenant's receipt after the date the damage occurred, except the Rent shall be reasonably abated during the period of repair based on that portion of the Restoration NoticePremises not reasonably usable by Tenant. If in the event of Major Damage, Landlord elects by written notice to Tenant not to rebuild, then this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately automatically terminate as of the effective date of such notice, the Rent shall be reduced by a proportionate amount based upon the extent to which said damage interfered with the business carried on by Tenant vacates in the Premises, and (c) Tenant shall pay such reduced Rent up to the date of termination. ▇▇▇▇▇▇▇▇ agrees to refund to Tenant any prepaid Rent previously paid for any period after the of time subsequent to such date of termination. Landlord shall not be required to repair any damage by fire or other cause to Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantProperty, including without limitation, all Tenant Finish in excess of Building-Standard Tenant Finish. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extension thereof, provided that Tenant has not previously exercised its right to any available Renewal Option (as defined below) in accordance with this Lease that would extend the Term, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 sale benefit of the party carrying such insurance and under its sale control. 22.4 In the event that Landlord should fail to complete all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sale 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If event the bolder 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (IS) , days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during In the Term, event that the Building or the Premises are damaged or should be totally destroyed by a fire fire, tornado or other insured casualty, Landlord shall notify Tenant or should be so damaged that rebuilding or repairs cannot be completed in Landlord's reasonable estimation within 30 days after discovery of such damage one hundred eighty (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75180) days after the date of discovery of such damage or destruction; provideddamage, howeverLandlord may, that notwithstanding Landlord's election to restoreat its option, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days in which event the rent shall be abated during the unexpired portion of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from effective with the date of such damage, then or Landlord may proceed to rebuild the Building and the Premises. Tenant shall have the right to may terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than upon thirty (30) days following Tenant's receipt prior written notice to Landlord if (i) it would take more than one hundred and eighty (180) days to repair (as determined by Landlord) (ii) at least fifty percent (50%) of the Restoration Notice. If this Premises, have been rendered untenantable (iii) neither Tenant nor its employees caused the casualty and (iv) there are fewer than thirty-six (36) months remaining in the applicable Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date of the casualty. In the event the Building should be damaged by fire, tornado or other casualty, but only to such extent that rebuilding or repairs in Landlord's reasonable estimation can be completed within one hundred eighty (180) days 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 shall, within 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 vacates or other tenants within the PremisesBuilding. In the event any mortgagee under a deed of trust, security agreement or mortgage on the Building 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 terminate upon notice to Tenant. 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. If (i) the Premises are damaged or otherwise rendered untenantable, (ii) this Lease is not terminated, and (ciii) any prepaid the casualty was not caused by Tenant, its agents or employees then Rent for any period after shall equitably abat▇ ▇▇▇ed upon the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion rendered untenantable from the date of the Premisescasualty until restored.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of cause and in Landlord’s reasonable estimation such damage can be materially restored within two hundred ten (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75210) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1damage, Landlord shall promptly restore forthwith repair the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 two hundred ten (210) days after the date of such damage, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate same unless this Lease is terminated as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within permitted herein. Within forty-five (45) days from the date of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1such damage, Landlord shall promptly restore notify Tenant if (i) the Building is damaged in excess of twenty-five percent (25%) of the Building's precasualty value as reasonably determined by Landlord or (ii) more than ten percent (10%) of the parking spaces located on the Land as of the Commencement Date cannot be used as a result of such casualty (and Landlord cannot reasonably relocate the same). Damage to the Building in excess of such amount is referred to as "Major Damage" and damage to the Building equal to or less than such amount is referred to as "Minor Damage". If damage occurs, Landlord may elect to terminate the Lease. If Major Damage related to parking reduction occurs, and Landlord cannot reasonably relocate the same to Tenant's reasonable satisfaction, Tenant shall have the right to terminate the Lease. Any and all termination rights provided to Tenant in this Section 19.1 shall be exercised in writing by Tenant within fourteen (14) days after the date Landlord gives Tenant notice of the damage or loss of use provided for herein and Landlord's inability to reasonably replace the parking spaces, and such rights shall automatically expire at 11:59 p.m. of such fourteenth day. This termination right relating to parking shall be personal to the Tenant. If Minor Damage occurs then Landlord shall repair such damage and rebuild that portion of the Building or the Premises damaged. In the event of Major Damage, if Landlord gives its written notice to Tenant electing to rebuild, within sixty (including all tenant improvements that were part of the Premises as 60) days of the date of this Lease)damage, as needed to obtain any license, clearance or other authorization in the event of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminateMinor Damage, this Lease shall remain in full force and effect, and Landlord shall complete all effect provided the repairs and restoration as soon as reasonably practicable. are completed within one hundred eighty (b180) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from days of the date of such damagedamage except the Rent shall be reasonably abated during the period of repair based on that portion of the rentable square feet of the Premises not reasonably useable by Tenant. If in the event of Major Damage, Landlord elects by written notice to Tenant not to rebuild, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately automatically terminate as of the effective date Tenant vacates of such notice, the Premises, and (c) any prepaid Rent for any period after shall be reduced by a proportionate amount based upon the date extent to which Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area use of the Premises is damaged impaired, and thereby rendered untenantable the Tenant shall pay such reduced Rent up to the date of termination. Landlord agrees to refund to Tenant any Rent previously paid for any period of time subsequent to such date of termination. Landlord shall not be required to repair any damage by fire or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion other cause to the property of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesTenant.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 [*] 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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, Acts of God, war, or other natural 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during the Term, the Building or A. If the Premises are shall be damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effectnotify Landlord, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. repair the damaged portions of the Premises (b) Notwithstanding anything to but not any of the contrary contained in Section 5.1(aTenant's property therein or improvements or alterations made by the Tenant), (i) if there is Material Damage (as hereinafter defined) and except that if, in Landlord's reasonable judgment, the date set forth in the Restoration Notice is damage would require more than twelve sixty days work to repair, or if the insurance proceeds (12excluding rent insurance) months from which Landlord anticipates receiving must be applied to repay any mortgages encumbering the date Building or are otherwise inadequate to pay the cost of such damagerepair, then Tenant the Landlord shall have the right to terminate this Lease by giving so notifying Tenant, which notice to Landlord shall specify a termination date not less than fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following after its transmission. If Landlord is so required to repair, the work shall be commenced promptly and completed with due diligence, taking into account the time required by 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, or causes beyond Landlord's reasonable control. B. During the period when Tenant shall be deprived of possession of the Premises by reason of such damage, Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant obligation to pay Base Rent under Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term 5 shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately ▇▇▇▇▇ as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable casualty in the proportion which the damaged area of the Premises bears to the entire Premises. C. If Landlord does not restore the Premises or the affected portion to tenantability within one hundred eighty (180) days after such casualty (provided that the nature of the damage is damaged and thereby rendered untenantable or not such that it reasonably usable by Tenant for its then current Permitted Usecould be repaired within one hundred eighty [180] days after commencement of work), or so commences restoration and pursues the same with due diligence if restoration cannot be completed within such one hundred eighty (ii180) a portion of the Premises is damaged and as a result thereofdays, Tenant is denied may then terminate this Lease, retroactive to the date of casualty; provided, however, such one hundred eighty (180) day period shall be extended by causes delaying the work of restoration which are beyond Landlord's reasonable use or access to a material portion of the Premisescontrol.

Casualty. (a) If, at any time during 22.1 In the Term, the Building or event the Premises or any of the Buildings are damaged or destroyed by a fire or other insured cause and in Landlord’s reasonable estimation such damage can be materially restored within two hundred forty (240) days from the date of such fire or other casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 until Landlord delivers a Certificate of Occupancy (as defined in Exhibit B) to Tenant for the restored Premises. 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 20 ▇▇▇▇▇▇ Premises, the 22 ▇▇▇▇▇▇ Premises or the 28 ▇▇▇▇▇▇ Premises, as the case may be, 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 two hundred forty (240) days from such date of the fire or other casualty, 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 with respect to the portion of the Premises in the damaged Building only as of the date of such damage; provided, that, if the fire or other casualty is to the 20 ▇▇▇▇▇▇ Building and such repairs cannot, in Landlord’s reasonable estimation, be made within two hundred forty (240) days from such date of the fire or other casualty, then Tenant shall have the option of giving notice to Landlord, at any time within ninety (90) days after such damage, notice terminating this Lease with respect to the 20 ▇▇▇▇▇▇ Premises, the 22 ▇▇▇▇▇▇ Premises and the 28 ▇▇▇▇▇▇ Premises, in their entirety. In the event of the giving of any such notice, this Lease shall expire with respect to the portion of the Premises in the damaged Building only (except as otherwise expressly set forth in the immediately preceding sentence) and all interest of the Tenant in such portion of 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 Buildings or Premises shall be for the sole benefit of the party carrying such insurance and under its sole control, except as otherwise expressly set forth in Article 11. 22.4 In the event that Landlord should fail to complete all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease with respect to the portion of the Premises in the damaged Building only by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon the Lease shall end with respect to the portion of the Premises in the damaged Building 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 (each, a “Force Majeure Event”), the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises in the damaged Building untenantable Tenant shall have the right to terminate this Lease with respect to the portion of the Premises in the damaged Building only by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Buildings requires that any insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 22.6 In the event of any damage or destruction to the Buildings or Premises by any peril covered by the provisions of this Article V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and, subject to applicable law, upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area personal property belonging to Tenant or its licensees from such portion or all of the Buildings or Premises as Landlord shall request. 22.7 In the event of any damage or destruction to the Buildings or the Premises such that Tenant is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) required to vacate a portion of the Premises is damaged and as a result thereofsame, Tenant is denied reasonable use or access to a material the extent that Landlord has space available within Landlord’s other buildings in the Park of comparable size to the portion of the PremisesPremises so vacated by Tenant, Landlord shall use reasonable efforts to provide Tenant with temporary space in such buildings upon terms and conditions mutually acceptable to Landlord and Tenant.

Casualty. (a) If, at any time during Upon the Term, occurrence of casualty to the Building or the Premises are damaged or destroyed by a fire or other insured casualtyPremises, Landlord shall notify Tenant have the election, and shall within 30 thirty (30) days after discovery following the date of such damage give Tenant written notice of Landlord’s election, either (a "Restoration Notice"A) as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as commence reconstruction of the date that is seventy-five Premises excluding Tenant’s Work (75“Landlord’s Reconstruction Work”) and use diligent efforts to complete such reconstruction within one hundred eighty (180) days after the date of discovery such written notice, or (B) to not perform such reconstruction, in which event this Lease shall cease and terminate not later than sixty (60) days after ▇▇▇▇▇▇▇▇’s notice of Landlord’s election to terminate. If Landlord elects to perform such damage or destruction; providedreconstruction, however, that notwithstanding Tenant shall commence reconstruction of Tenant's Work promptly upon substantial completion of Landlord's election Reconstruction Work and shall diligently prosecute the same to restorecompletion. If Landlord elects to perform such reconstruction and fails to complete the same within the above one hundred eighty (180) day period, then Tenant may elect to terminate this Lease by upon thirty (30) days prior written notice to Landlord, but if Landlord delivered substantially completes the Reconstruction Work within forty-five such thirty (4530) days of receipt of a day period, ▇▇▇▇▇▇’s termination notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into be null and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Leasevoid. If Landlord notifies Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following the date of such damage that the Reconstruction Work will take more than one hundred eighty (180) days to complete (which notice shall set forth the length of time which Landlord believes will be required to complete the Reconstruction Work), then Tenant may terminate this Lease within fifteen (15) days after receipt of Landlord’s notice, and if Tenant does not so terminate, then the one hundred eighty (180) day reconstruction period shall be extended to be the length of time set forth in Landlord’s notice. Reconstruction shall substantially conform to the provisions of Exhibit C and shall cover Landlord's Reconstruction Work and Tenant's receipt Work. Landlord shall reconstruct the Premises only to the extent of Landlord's Reconstruction Work; Tenant, at Tenant's sole cost and expense, shall reconstruct Tenant's Work and shall replace ▇▇▇▇▇▇'s merchandise, Improvements and personal property to a condition at least equal to that prior to the occurrence of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantcasualty. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) Seller shall notify the Buyer as soon as reasonably practicable after obtaining Knowledge of the occurrence of any Force Majeure Event with respect to any Real Property Asset and of any damage or destruction (a “Casualty Event”) by fire or other casualty that is suffered by all or a Material Part of any Real Property Asset on or before the Closing Date, which notice shall include a reasonably detailed description of the extent of such damage or destruction and of the relevant Casualty Event. If, at on or prior to the Closing Date, all or a Material Part of any time during the Term, the Building or the Premises are Real Property Asset shall have been damaged or destroyed by a fire Casualty Event or a Force Majeure Event, then the Buyer may, at its option (unless Seller elects to remedy such damage or destruction to the reasonable satisfaction of the Buyer), either (i) elect to exclude any Real Property Asset (each, an “Excluded Real Property Asset”) affected by such Casualty Event or Force Majeure Event from the transactions contemplated by this Agreement, whereupon such Excluded Real Property Asset shall no longer be a Real Property Asset, the Cash Consideration shall be reduced by the Allocable Portion (as adjusted pursuant to Section 2.1(c), if applicable) relating to such Excluded Real Property Asset and Seller shall be released from its obligation to sell, and the Buyer shall be released from its obligation to purchase, such Excluded Real Property Asset as contemplated by this Agreement prior to the occurrence of such Casualty Event or Force Majeure Event (as the case may be), or (ii) proceed to effect the Closing in which such Real Property Asset is included, in which event the provisions of Sections 12.1(b)(i) and 12.1(b)(ii) shall apply to such Real Property Asset. If a Real Property Asset is elected to be treated as an Excluded Real Property Asset pursuant to clause (i) of this Section 12.1(a), prior to the Closing Date, Seller shall cause such Excluded Real Property Asset to be transferred from, and no longer owned by, VSCRE or any Subsidiary (as applicable). For the purpose of this Section 12.1, the term “Material Part,” with respect to any Real Property Asset shall mean a portion of such Real Property Asset the cost of repair or restoration of which is estimated by a reputable contractor selected by Seller and reasonably satisfactory to the Buyer, to be in excess of 10% of the Allocable Portion (as adjusted pursuant to Section 2.1(c), if applicable) relating to such Real Property Asset. (b) If, on or prior to the Closing Date, less than a Material Part of any Real Property Asset shall be damaged or destroyed by a Casualty Event or Force Majeure Event (as the case may be) or the Buyer exercises its rights under Section 12.1(a)(ii), each subject Real Property Asset shall remain as such and shall not be deemed an Excluded Real Property Asset, subject to the following: (i) Seller shall not, unless permitted under the Lease Documents as though they were in effect at such time, (A) adjust and settle any insurance claims with respect to such damaged Real Property Asset, or (B) enter into any construction or other insured casualty, Landlord shall notify Tenant within 30 days after discovery contract for the repair or restoration of such damage damaged Real Property Asset, in each case, without the Buyer’s prior written consent (a "Restoration Notice"except no such consent shall be necessary to repair or restore any emergency or hazardous condition at such damaged Real Property Asset), which consent shall not be unreasonably withheld or delayed, and (ii) as at the Closing, Seller shall (A) pay over to the Buyer the amount of any insurance proceeds, to the extent collected by Seller, VSCRE or any Subsidiary in connection with such Casualty Event or Force Majeure Event, less the amount of the actual and reasonable unreimbursed expenses incurred by Seller, VSCRE or any Subsidiary in connection with collecting such proceeds and making any repairs to the applicable Real Property Asset occasioned by such Casualty Event or Force Majeure Event pursuant to any contract (provided that such contract was reasonably approved by the Buyer as required by this Section 12.1) and (B) assign to the Buyer in form reasonably satisfactory to the Buyer all of Seller’s right, title and interest in and to any insurance proceeds that are uncollected at the time Landlord of the Closing and that may be paid in respect of such Casualty Event or Force Majeure Event. Seller shall reasonably estimates it will take cooperate with the Buyer in the collection of such proceeds, which obligation shall survive the Closing. To the extent that insurance proceeds are paid over to restore the Premises, as applicable Buyer with respect to any damage to any Real Property Asset pursuant to clause (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15ii) months (the "Maximum Restoration Period"of this Section 12.1(b), Landlord may, in such notice, elect the Buyer shall use reasonable commercial efforts to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of cause such damage or destructionto be repaired; provided, however, that notwithstanding Landlord's election the foregoing shall not require the Buyer to restore, Tenant may elect to terminate this Lease expend any funds in excess of such insurance proceeds actually received by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery Buyer in respect of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or clause (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premisesthis Section 12.1(b).

Casualty. (a) If, at any time during In the Term, event that the Building or the Premises are damaged or should be totally destroyed by a fire fire, tornado or other insured casualty, Landlord shall notify Tenant or should be so damaged that rebuilding or repairs cannot be completed within 30 days after discovery of such damage one hundred eighty (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75180) days after the date of discovery of such damage or destruction; provideddamage, howeverLandlord may, that notwithstanding Landlord's election to restoreat its option, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days in which event the rent shall be abated during the unexpired portion of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from effective with the date of such damage, then Tenant shall have or Landlord may proceed to rebuild the right 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 Landlord’s reasonable estimation can be completed within one hundred eighty (180) days 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 by giving notice to Lease, in either such event, Landlord shall, within sixty (a "TENANT TERMINATION NOTICE"), not later than thirty (3060) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period 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 or other tenants within the Building. In the event any mortgagee under a deed of trust, security agreement or mortgage on the Building 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 terminate upon notice to Tenant's liability for Rent has ceased . 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 refunded by Landlord to Tenant. (c) For purposes of this Article V, for the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more sole benefit of the rentable area party carrying such insurance and under its sole control. Tenant may terminate this Lease if such damage occurs during the last year of the Premises is damaged Term (as may be extended), such damage was not caused by Tenant, and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of in Landlord’s reasonable opinion such damage causes the Premises is damaged and as to be untenable for a result thereof, Tenant is denied reasonable use or access to a material portion period of the Premisesin excess of ninety (90) days.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of cause and in Landlord’s reasonable estimation such damage can be materially restored within two hundred ten (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75210) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1damage, Landlord shall promptly restore forthwith repair the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 two hundred ten (210) days after the date of such damage, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one ht:.ndred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord except that Tenant shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything be entitled to a proportionate abatement in rent from the contrary contained date of such damage. Such abatement of rent shall be made pro rata in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) accordance with the extent to which the damage and the date set forth in making of such repairs shall interfere with the Restoration Notice is more than twelve use and occupancy by Tenant of the Premises from time to time. Within forty-five (1245) months 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 L▇▇▇▇ ord 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 Notwithstand ing 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 twel ve (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 th is Lease by giving notice to Landlord within fifteen 11/02 SOG (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.BY)-INS Revised 10/03 629620.v ▇ DALLAS:74008/000l3:1276703v6

Casualty. If the Building is totally destroyed by fire or other casualty or if the Premises or Building is so damaged that rebuilding or repairs cannot be completed within one hundred eighty (a180) Ifdays after the date of such damage, Landlord or Tenant may at any time its option terminate this Lease, in which event the Rent shall be abated during the Term, unexpired portion of this Lease effective from the date of such damage. If the Building or the Premises are damaged or destroyed by a fire fire, tornado or other insured casualtycasualty covered by Landlord's insurance, Landlord shall notify Tenant but only to such extent that rebuilding or repairs can be completed within 30 days after discovery of such damage one hundred eighty (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75180) days after the date of discovery of such damage, or if the damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to should be more serious but neither Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If nor Tenant elects to terminate this Lease, Landlord shall within ninety (90) days after the date of such damage 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 which it was immediately prior to the casualty, except Landlord shall not be relieved required to rebuild, repair or replace any part of its the furniture, equipment, fixtures and other improvements which may have been placed by Tenant in the Premises. There shall be a fair diminution of Rent during the time the Premises are unfit for occupancy, which shall be based on a good faith determination of the degree of the impairment to Tenant's use and enjoyment of the Premises. If any mortgagee under a deed to secure debt, security agreement or mortgage requires the insurance proceeds be applied against the mortgage debt, Landlord shall have no obligation to make repairs or restoration, rebuild and this Lease shall terminate as of the date of discovery of such damage or destruction. upon notice to Tenant; however, Landlord shall retain any Rent paid and the right to any Rent payable by notify Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following Tenant's receipt after any such mortgagee gives a notice to Landlord of such election to apply such proceeds against the mortgage debt, of the Restoration Noticefact that such mortgagee has done so. If this Lease is terminated Except as hereinafter provided, any insurance which may be carried by Landlord pursuant or Tenant against loss or damage to Section 5.1(a) the Building or by Tenant pursuant to this Section 5.1(b), (a) the Term Premises shall expire upon be for the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as sole benefit of the date Tenant vacates the Premises, party carrying such insurance and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantunder its sole control. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during In the Term, the Building or the Premises are damaged or destroyed by event of a fire or other insured casualtycasualty in the Leased Premises, Landlord Tenant shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") promptly give notice thereof to Landlord. If the Leased Premises shall be destroyed by fire or other casualty so as to render the Leased Premises untenantable in whole or in part, Base Rental shall ▇▇▇▇▇ equitably thereafter as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as portion of the Leased Premises rendered untenantable (based upon the square footage of the Net Rentable Area rendered untenantable) until the earlier to occur of (i) sixty (60) days after the date Tenant is permitted to commence repair of its leasehold improvements for the portion of the Leased Premises so damaged, or (ii) the date the Leased Premises are made tenantable. Landlord agrees to commence and prosecute repair of the Building Standard Improvements promptly and with all due diligence, and Tenant agrees to commence and prosecute repair of its leasehold improvements promptly and with all due diligence, subject in each case to delays for insurance adjustments and delays caused by matters beyond the applicable party's control, zoning laws and building codes then in effect, and to the termination rights set forth below. In the event any portion of the Project is damaged by fire or other casualty, and if such damage is such that is seventy-five Landlord cannot reasonably be expected to substantially complete its repair work within two hundred seventy (75270) days after the date of discovery casualty, as reasonably estimated by a responsible contractor selected by Landlord, then Landlord shall have the right to terminate this Lease and all Rent owing under this Lease up to the time of such destruction or termination shall be paid by Tenant and thenceforth this Lease shall cease and come to an end. Landlord shall give Tenant written notice of its decisions, estimates or elections under this Section 6.5 within sixty (60) days after any such damage or destruction; . In the event any portion of the Leased Premises is damaged by fire or other casualty, and if such damage is such that Landlord cannot reasonably be expected to substantially complete its repair work of the Building Standard Improvements within the Leased Premises within two hundred seventy (270) days after the date of the casualty to the extent necessary to allow Tenant to commence repair of its leasehold improvements, as reasonably estimated by a responsible contractor selected by Landlord, and Landlord has not terminated this Lease as herein provided, howeverthen Tenant shall have the right, that notwithstanding Landlord's election within thirty (30) days after Landlord delivers the estimate to Tenant of time to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in this Section 5.1(a)6.5, if at the time of any substantial damage to the Project, less than one (1) year remains in the Term, then Landlord, at Landlord's sole option, shall have the right to terminate this Lease. Additionally, notwithstanding anything to the contrary contained in this Section 6.5, (a) Landlord shall be obligated to restore or rebuild (i) the damaged property only to the extent of the net insurance proceeds made available to Landlord for restoration or rebuilding by the holder of any mortgage or deed of trust or lessor under any ground lease; provided, however, if there such proceeds are insufficient for the restoration Landlord is Material Damage obligated to make pursuant to this Section 6.5 and Landlord elects (as hereinafter definedin its sole discretion) not to restore the damaged property in accordance with the requirements of clause (ii) below and the date set forth such election not to make such restoration results in the Restoration Notice is more than twelve (12) months from the date of such damageLeased Premises being untenantable, then Landlord shall furnish notice thereof to Tenant and Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following after receipt of such notice from Landlord (failing which, Tenant shall have waived its right to so terminate this Lease pursuant to clause (i)), and (ii) only the portion of the Leased Premises that consists of Building Standard Improvements and only to the condition that existed immediately prior to the casualty, and nothing herein shall be construed to obligate Landlord under any circumstances to repair or restore any of Tenant's receipt leasehold improvements in excess of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b)Building Standard Improvements, (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for if the Leased Premises, the Project, or any portion thereof shall be damaged through the negligence or willful misconduct of Tenant or any of its agents, employees or invitees, the cost of any repairs made by Landlord not covered by insurance proceeds received by Landlord shall be paid by Tenant and Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantcontinue unabated. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 I 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 t his Lease for the expiration 0 f t he Term. I n 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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 0 r additions i n construction requested b y 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2} and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If16.1. If there is any damage to or destruction of the Demised Premises, LESSEE shall promptly give notice thereof to LESSOR, describing the nature and extent thereof. 16.2. If the Demised Premises are damaged, but are not thereby rendered partially or wholly untenantable, and this Lease is not terminated pursuant to Section 16.4, 16.5 or 16.6 hereof, LESSOR shall, at its own expense, cause Restoration to be completed as soon as reasonably practicable but in no event later than ninety (90) days from the occurrence, subject to any time during Excusable Delays, and the Term, Basic Rent and Additional Rent shall not ▇▇▇▇▇. 16.3. If the Building or the Demised Premises are damaged or destroyed by a fire and are rendered partially or other insured casualtywholly untenantable, Landlord and this Lease is not terminated pursuant to Section 16.4, 16.5 or 16.6 hereof, LESSOR shall, at its own expense, cause Restoration to be completed as soon as reasonably practicable but in no event later than one hundred eighty (180) days from the occurrence, subject to any Excusable Delays, and the Basic Rent and Additional Rent shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period")be equitably abated. 16.4. If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord mayIf, in such noticethe sole opinion of LESSOR, the Building is damaged or destroyed and the total cost of Restoration shall amount to twenty percent (20%) or more of the full insurable value of the Building, LESSOR, in lieu of Restoration, may elect to terminate this Lease, provided that notice of such termination shall be sent to LESSEE within sixty (60) days after the occurrence of such casualty. If LESSOR exercises its right to terminate this Lease, this Lease shall cease, terminate and expire, and all Basic Rent and Additional Rent shall be prorated, as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided. 16.5. If the Building is damaged or destroyed and, howeverin the sole opinion of LESSOR, that notwithstanding Landlord's election more than one hundred eighty (180) days are necessary to restorecomplete Restoration, Tenant or if during the final year of the Term the Demised Premises are damaged or destroyed and rendered partially or wholly untenantable, then in either case LESSOR may elect to terminate this Lease by written provided notice of such termination shall be sent to Landlord delivered LESSEE within forty-five sixty (4560) days after the occurrence of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodsuch casualty. Unless either Landlord or Tenant so elects If LESSOR exercises its right to terminate this Lease, this Lease pursuant to this Section 5.1shall cease, Landlord terminate and expire, and all Basic Rent and Additional Rent shall promptly restore the Premises (including all tenant improvements that were part of the Premises be prorated, as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything 16.6. LESSOR shall not be required to expend for Restoration an amount in excess of the contrary contained in Section 5.1(a)Net Award received by it. In the event the Net Award is not adequate or the holder of an Underlying Encumbrance elects to retain the Net Award, (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant LESSOR shall have the right to terminate this Lease by giving provided notice of such termination shall be sent to Landlord LESSEE within sixty (a "TENANT TERMINATION NOTICE"), not later than thirty (3060) days following Tenant's receipt after the amount of such Net Award is ascertained, or after the date on which the holder of the Restoration NoticeUnderlying Encumbrance notifies LESSOR that it has elected to retain the Net Award, whichever the case may be. If LESSOR exercises its right to terminate this Lease, this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b)shall cease, (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously terminate and diligently using good faith commercially reasonable efforts to relocateexpire, (b) Tenant's liability for and all Basic Rent and Additional Rent shall cease proportionately be prorated, as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantof such damage or destruction. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during the Term, the Building or the Premises are damaged or destroyed If damage caused by a fire or other insured casualtycasualty renders the Building fully or partially untenantable, neither the Base Rent nor any other amounts payable under this Lease will a▇▇▇▇ for the period during which the Building is wholly or partially untenantable. Tenant shall cause its insurance carriers to pay to Landlord shall notify all insurance proceeds for the Landlord Improvements and the Tenant within 30 days after discovery of such damage Improvements. (b) If a "Restoration Notice") as to fire or other casualty renders the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord mayPremises untenantable, in such noticewhole or in part, elect to terminate this Lease as and the estimated time for the restoration of the Landlord Improvements and the Tenant Improvements exceeds the period that will expire on the date that is seventy-five (75) 270 days after the date of discovery the occurrence of such damage the fire or destructioncasualty, Tenant may terminate this Lease by the delivery of written notice to Landlord within 15 days following the date on which Landlord notifies Tenant of the estimated time for the restoration of the Landlord Improvements and the Tenant Improvements. Landlord must provide that estimate within 60 days following the date of the casualty. If a termination of this Lease does not occur in accordance with the foregoing provisions of this Section 18(b), but Landlord fails to complete the restoration of the Landlord Improvements and the Tenant Improvements by the date that is 60 days after the date of the expiration of the period within which Landlord estimated the restoration would be completed, Tenant may, notwithstanding anything in this Lease to the contrary, terminate this Lease by the delivery of written notice to Landlord at any time following the expiration of that 60-day period, but prior to the date on which Landlord completes the restoration of the Landlord Improvements and the Tenant Improvements. If a termination of this Lease occurs in accordance with the terms of this Section 18, then Tenant shall cause its insurance carriers to pay to Landlord all proceeds payable in respect of the insurance that Tenant maintains in accordance with the terms of Section 16(a) allocable to the Landlord Improvements and the Tenant Improvements to the extent not previously disbursed to Landlord in connection with the restoration of the Landlord Improvements and the Tenant Improvements. Excusable Delays shall not extend any of the time periods set forth in this Section 18(b) for more than one hundred eighty (180) days in the aggregate. (c) If fire or other casualty damages the Premises and a termination of this Lease does not occur, so long as Tenant is not in default beyond all applicable grace, notice and cure periods under the terms of this Lease, Landlord shall restore the Landlord Improvements and the Tenant Improvements to substantially the condition that existed prior to the occurrence of the fire or other casualty; provided, however, that notwithstanding Landlord's election with respect to restore, the Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1Improvements, Landlord shall promptly only be obligated to restore the Premises (including Tenant Improvements to the condition reflected in the most recent as-built plans for the Tenant Improvements in Landlord’s possession, unless the casualty occurs prior to completion of the Tenant Improvements, in which event, Landlord shall restore the Tenant Improvements in substantial accordance with the Final Tenant Improvements Plans and Specifications. Landlord and Tenant shall each pursue such restoration with diligence and continuity upon and subject to receipt of the insurance proceeds with the understanding that Tenant shall cause its insurance carriers to pay to Landlord disbursements of the proceeds payable in respect of the insurance Tenant maintains in accordance with the terms of Section 16(a) above as restoration progresses in order to reimburse Landlord for the costs Landlord reasonably incurs in connection with the restoration of the Landlord Improvements and the Tenant Improvements. In completing the restoration, Landlord and Tenant shall each comply with all tenant improvements that were part applicable Legal Requirements. In performing their respective restoration obligations, Landlord and Tenant must each restore their respective portions of the Premises as so that they comply with Legal Requirements applicable at the time of the date restoration and not just the Legal Requirements that were applicable at the time of this Lease), as needed original construction of the Premises. If the aggregate amount of those insurance proceeds allocable to obtain any license, clearance or other authorization the Landlord Improvements and the Tenant Improvements exceeds the aggregate amount of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over costs Landlord reasonably incurs in connection with the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid Improvements and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereofImprovements, Tenant is denied reasonable use or access entitled to a material portion of the Premisesexcess. Tenant is responsible for any excess costs incurred by Landlord in restoring the Landlord Improvements and the Tenant Improvements.

Casualty. (a) IfIf the Premises, at any time during the Term, the Building or the Premises are Building, shall be so damaged or destroyed by a fire or other insured casualtycasualty as to render the Premises untenantable, and if such damage shall be so great that an architect selected by Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as certify in writing to the amount of time Landlord reasonably estimates it will take to restore that the Premises, as applicable (with the "Restoration Period"). If exercise of reasonable diligence, but without the Restoration Period is estimated payment of overtime or other premiums cannot be made tenantable within 180 days from the happening of the fire or other casualty, or if the damage shall be such that Landlord’s architect shall certify that the Premises can be made tenantable within the 180-day period from the happening of the fire or other casualty, but insurance proceeds are not made available to exceed fifteen (15) months (the "Maximum Restoration Period")Landlord for repair of such damage, then Landlord may, in such notice, elect to may terminate this Lease as Lease, and in the event such fire or other casualty occurs in the final one year of the date that is seventy-five (75) days after Term or in the date final one year of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restoreany Option Term, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If neither Landlord nor Tenant elects to terminate this LeaseLease as set forth above, then, except as hereinafter provided, Landlord shall with reasonable promptness, repair the damage so done except that Landlord shall not be relieved required to repair, replace or restore any items specified in the first sentence of Section 12(b). In the event that such repairs are not actually completed within 270 days from the happening of the fire or other casualty, Tenant may terminate this Lease within 280 days from the beginning of the fire or other casualty. Until such repair is substantially completed, the Base Rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the reasonable conduct of its obligation to make repairs business or restoration, and this Lease profession. There shall terminate as be no abatement of Base Rent by reason of any portion of the date Premises being unusable for a period of discovery of such 15 days or less. If the damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable is due to the date fault or negligence of termination. If Tenant does not timely elect to terminateor Tenant’s employees, this Lease agents or invitees, there shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicablebe no abatement of Base Rent. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after without the date fault or negligence of Tenant's liability for Rent has ceased , shall be refunded damaged by fire or other casualty, but not so as to render them untenantable, Landlord shall cause the damage to be repaired with reasonable promptness and there shall be no abatement of Base Rent or any other amounts due under this Lease. If the fire or other casualty causing damage to the Premises or other parts of the Building shall have been caused by the Tenant, or Tenant’s employees, agents or invitees, such damage shall be repaired by Landlord and the amount paid for such repair shall be immediately due from Tenant to TenantLandlord with interest at the Default Rate from the dates of Landlord’s payments. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 sum 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 tire 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when. the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from or the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during If the Term, the Building or the Premises are damaged or destroyed damage caused by a fire or other insured casualtycasualty renders the Building untenantable in the commercially reasonable opinion of Tenant, Landlord shall notify the Base Rent and any additional rent required by virtue of Section 4 above will abate for the period during whi▇▇ ▇▇e Building is untenantable, provided that Tenant within 30 days after discovery has fully complied with the provisions of such damage (a "Restoration Notice"Section 15(b)(3) as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period")this Agreement. If the Restoration Period damage caused by a fire or other casualty renders the Building partially untenantable in the reasonable opinion of Landlord, the Base Rent and any additional rent required by virtue of Section 4 above will partially abate for the period during whi▇▇ ▇▇e affected portion of the Building is untenantable in proportion to the diminished utility of the Building in the conduct of Tenant's business, provided Tenant has fully complied with the provisions of Section 15(b)(3) of this Agreement. For purposes of this Section 17, a portion of the Building is untenantable when it is not reasonably usable for the conduct of Tenant s business. If Landlord restores a portion of the Building affected by the casualty damage to a tenantable condition and permits Tenant to resume possession of that restored portion while Landlord continues the restoration of other damaged portions of the Building, the parties will make a pro rata adjustment of the partial abatement of rent that occurs by virtue of the foregoing terms of this Section 17(a) to reflect Tenant's resumption of use of the restored portion. Landlord is entitled to receive all proceeds payable in respect of the time element insurance maintained in accordance with the terms of Section 15(a)(3) above. (b) if a fire or other casualty renders the Premises untenantable, in whole or in part, and Landlord's estimated time for restoration of the Premises (exclusive of leasehold improvements Tenant makes) exceeds the period that will expire on the date that is one hundred fifty (150) days after the date Landlord receives actual knowledge of the occurrence of the fire or casualty, Tenant may terminate this Agreement by the delivery of written notice to exceed Landlord within fifteen (15) months days following the date on which Landlord notifies Tenant of the estimated time for the restoration. Landlord must provide that estimate within thirty (30) days following the "Maximum Restoration Period"date of the casualty. If a termination of this Agreement does not occur in accordance with the foregoing provisions of this Section 17(b), but Landlord mayfails to complete the restoration of the Premises, in and such noticefailure is not occasioned by any delay or hindrance by Tenant or its contractors, elect to terminate this Lease as of by the date that is seventy-five thirty (7530) days after the date of discovery the expiration of such damage or destruction; provided, however, that notwithstanding Landlord's election to restorethe period within which Landlord estimated the restoration would be completed, Tenant may elect to terminate this Lease Agreement by the delivery of written notice to Landlord delivered within at any time following the expiration of that 30- day period, but prior to the date on which Landlord substantially completes the restoration of the Premises. If a fire or other casualty occurring during the final two (2) years of either the Initial Term or any Renewal Term renders the Premises untenantable, in whole or in part, and for Landlord's estimated time for the restoration of the Premises (exclusive of leasehold improvements Tenant makes) exceeds the period that will expire on the date that is forty-five (45) days after the date Landlord receives actual knowledge of receipt the occurrence of a notice from Landlord estimating a Restoration Period the fire or casualty and Tenant has not previously exercised its option to renew the Term for the Premises longer than ensuing Renewal Term in accordance with the Maximum Restoration Period. Unless either terms of Section 5, Landlord or Tenant so elects to may terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued Agreement by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by delivering written notice to Tenant at the time at which Landlord delivered within five (5) business days notifies Tenant of the expiration of Maximum Restoration Period, elect to terminate this Leaseestimated time for the restoration. If the casualty occurs on or before the last day on which Tenant elects may exercise its option to terminate this Leaserenew the Term, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained provided in Section 5.1(a)5, (i) if there is Material Damage (as hereinafter defined) and Tenant may nullify Landlord's termination of this Agreement by exercising its option to renew the date set forth Term in accordance with the Restoration Notice is more than twelve (12) months from the date terms of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than Section 5 within thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenantof its receipt of Landlords termination notice. For purposes of nullifying Landlord's liability for Rent has ceased shall be refunded by Landlord termination of this Agreement, Tenant may exercise its option to Tenantrenew the Term within the time specified above even if the expiration of that 30-day period occurs after the date that is six (6) months in advance of the Expiration Date. (c) For purposes If a termination of this Article VAgreement occurs in accordance with the terms of this Section 17, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Landlord is entitled to receive all proceeds payable in respect of the rentable area insurance maintained in accordance with the terms of Section 15(a)(1) above to the extent not previously disbursed to Landlord in connection with the restoration of the Premises, (d) If fire or other casualty damages the Premises and a termination of this Agreement does not occur, Landlord shall restore the Premises (inclusive of leasehold improvements Tenant makes) to substantially the condition that existed prior to the occurrence of the fire or other casualty and shall pursue the restoration with diligence and continuity. In so doing, Landlord shall comply Legal Requirements. In performing its restoration obligation, Landlord must restore the Improvements so that they comply with laws and regulations applicable at the time of the restoration and not just the laws and regulations that were applicable at the time of original construction of the Improvements. Tenants contractors may have access to the Premises during the restoration for the purpose of concurrently repairing or replacing Tenant's leasehold improvements and trade fixtures that the fire or other casualty damaged and each party shall cause its contractors to cooperate with the other party's contractors in order to provide for the coordinated restoration of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant Tenant's leasehold improvements and to minimize the time required for its then current Permitted Use, or (ii) a portion that coordinated restoration. If the aggregate amount of those insurance proceeds exceed the aggregate amount of the Premises costs Landlord reasonably incurs in connection with the restoration, Landlord is damaged and as a result thereof, Tenant is denied reasonable use or access entitled to a material portion of retain the Premisesexcess.

Casualty. (a) If, at any time during In the Term, the Building or the Premises are damaged or destroyed by event of a fire or other insured casualtycasualty in the Leased Premises, Landlord Tenant shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") immediately give notice thereof to Landlord. If the Leased Premises shall be destroyed by fire or other casualty so as to render the Leased Premises untenantable in whole or in part, Base Rental shall ▇▇▇▇▇ equitably thereafter as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as portion of the Leased Premises rendered untenantable (based upon the square footage of the Net Rentable Area rendered untenantable) until the earlier to occur of 6.10. sixty (60) days after the date Tenant is permitted to commence repair of its leasehold improvements for the portion of the Leased Premises so damaged, or 6.11. the date the Leased Premises are made tenantable. Landlord agrees to commence and prosecute repair of the Building Standard Improvements promptly and with all due diligence, and Tenant agrees to commence and prosecute repair of its leasehold improvements promptly and with all due diligence, subject in each case to delays for insurance adjustments and delays caused by matters beyond the applicable party's control, zoning laws and building codes then in effect, and to the termination rights set forth below. In the event any portion of the Complex is damaged by fire or other casualty, and if such damage is such that is seventy-five Landlord cannot reasonably be expected to substantially complete its repair work within one hundred eighty (75180) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease)casualty, as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued reasonably estimated by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may a responsible contractor selected by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damageLandlord, then Tenant Landlord shall have the right to terminate this Lease and all Rent owing under this Lease up to the time of such destruction or termination shall be paid by giving Tenant and thenceforth this Lease shall cease and come to an end. Landlord shall give Tenant written notice of its decisions, estimates or elections under this Section 6.5 within sixty (60) days after any such damage or destruction. In the event any portion of the Leased Premises is damaged by fire or other casualty, and if such damage is such that Landlord cannot reasonably be expected to substantially complete its repair work of the Building Standard Improvements within the Leased Premises within one hundred eighty (180) days after the date of the casualty to the extent necessary to allow Tenant to commence repair of its leasehold improvements, as reasonably estimated by a responsible contractor selected by Landlord, and Landlord (a "TENANT TERMINATION NOTICE")has not terminated this Lease as herein provided, not later than then Tenant shall have the right, within thirty (30) days following Tenant's receipt after Landlord delivers the estimate to Tenant of time to restore, to terminate this Lease. Notwithstanding anything to the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to contrary contained in this Section 5.1(b)6.5, if at the time of any damage to the Complex, less than one (1) year remains in the Term, then Landlord, at Landlord's sole option, shall have the right to terminate this Lease. Additionally, notwithstanding anything to the contrary contained in this Section 6.5, (a) Landlord shall be obligated to restore or rebuild (i) the Term damaged property only to the extent of the net insurance proceeds made available to Landlord for restoration or rebuilding by the holder of any mortgage or deed of trust or lessor under any ground lease, and (ii) only the portion of the Leased Premises that consists of Building Standard Improvements and only to the condition that existed immediately prior to the casualty, and nothing herein shall expire upon the thirtieth (30th) day after notice be construed to obligate Landlord under any circumstances to repair or restore any of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously Tenant's leasehold improvements in excess of Building Standard Improvements, and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for if the Leased Premises, the Project, or the Complex, or any portion thereof, shall be damaged through the negligence or willful misconduct of Tenant or any of its agents, employees or invitees, the cost of any repairs made by Landlord not covered by insurance proceeds received by Landlord shall be paid by Tenant and Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantcontinue unabated. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days from the date of such damage, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) thirty (30) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during the Term, Section 11.01. If the Building or the Premises are is damaged or destroyed by a fire fire, explosion, the elements or other insured casualtyotherwise during the Term so as to render the Demised Building wholly untenantable or unfit for Tenant’s use, Landlord shall notify Tenant or should the Demised Building be so badly injured that the same cannot be repaired within 30 one hundred and eighty (180) days after discovery from the happening of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premisesinjury, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period")then, Landlord may, and in such noticecase, elect to the Term hereby created shall, at the option of either Landlord or Tenant, terminate this Lease as of upon the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt giving of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1of termination, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written such notice to Landlord delivered be given within five thirty (530) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord Notwithstanding anything in the preceding sentence to the contrary, in the event that the Building is damaged or destroyed by fire, explosion, the elements or otherwise as a result of the negligence or willful misconduct of Tenant or its agents, employees or invitees, Tenant shall retain any Rent paid and not be entitled to terminate the right to any Rent payable by Tenant and applicable to Lease. If a notice of termination is given, the Term of this Lease shall terminate effective as of the date of termination. If such damage or destruction, and Tenant does not timely elect shall immediately surrender the Demised Building and all Tenant’s interest therein to terminateLandlord, this Lease shall remain in full force and effectpay Basic Rent and Additional Rent only to the time of such damage or destruction, and Landlord may re-enter and repossess the Demised Building discharged from this Lease and may remove all parties therefrom. Landlord shall complete have no obligation to repair or restore Tenant’s improvements. If neither Landlord nor Tenant terminates the Lease, Landlord shall commence and diligently repair the same provided that the insurance proceeds so received are adequate to restore the Demised Building and Rent (Basic Rent and Additional Rent) shall ▇▇▇▇▇ during any period during which Tenant cannot use all repairs and restoration as soon as reasonably practicableor a part of the Demised Premises, in proportion to the interference with Tenant’s use thereof In no event shall Landlord shall have any obligation to repair or restore Tenant’s personal property or Tenant’s alterations or improvements to the Demised Premises. Section 11.02. Should the Demised Building be rendered untenantable and unfit for occupancy, but yet be repairable within one hundred and eighty (b180) days from the happening of said injury, Landlord will, provided that the insurance proceeds so received are adequate to restore the Demised Premises, enter and commence and diligently repair the same and Rent shall ▇▇▇▇▇ during any period during which Tenant cannot use all or a part of the Demised Premises, in proportion to the interference with Tenant’s use thereof. In no event shall Landlord shall have any obligation to repair or restore Tenant’s personal property or Tenant’s alterations or improvements to the Demised Premises. Section 11.03. Tenant shall immediately notify Landlord in case of fire or other damage to the Demised Premises. Notwithstanding anything to the contrary contained in Section 5.1(a)herein, (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice event that the Building is more than twelve (12) months from damaged or destroyed by fire, water or explosion as a result of the date gross negligence or willful misconduct of such damageTenant, then its agents, representatives, contractors or employees, Tenant shall not have the right to terminate this the Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to as provided in Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises11.01, and (c) any prepaid Rent for any period after such action shall constitute an event of default on the date Tenant's liability for Rent has ceased shall be refunded by Landlord to part of Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during In the Term, event of total or partial destruction of the Building or the Leased Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify agrees to use commercially reasonable efforts to provide notice to Tenant within 30 days after discovery of such damage sixty (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (7560) days after from the date of discovery of such damage casualty stating whether Landlord is able to repair or destructionrebuild the Leased Premises within one hundred eighty (180) days from the casualty date. If Landlord provides notice to Tenant that Landlord is able to repair or rebuild the Leased Premises within one hundred eighty (180) days from the casualty date, Landlord shall promptly restore and repair same; provided, however, Landlord’s obligation hereunder shall be limited to the reconstruction of the Shell Work and Finish Work. Rent shall proportionately ▇▇▇▇▇ during the time that notwithstanding Landlord's election the Leased Premises or part thereof are unusable because of any such damage or because of Tenant’s inability to restoreaccess the Leased Premises. Notwithstanding the foregoing, Tenant may elect to terminate this Lease by written if (i) Landlord provides notice to Tenant that Landlord delivered is unable to repair or rebuild the Leased Premises within forty-five one hundred eighty (45180) days of receipt from the casualty date; or (ii) Landlord provides notice to Tenant that the casualty is not covered by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then, in case of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless clause (i) above, either Landlord or Tenant so elects may, or, in the case of a clause (ii) above, then Landlord may, upon thirty (30) days’ written notice to the other party, terminate this Lease with respect to matters thereafter accruing. If neither party terminates this Lease pursuant to this Section 5.1, the foregoing and Landlord shall promptly restore undertakes the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or and. restoration of the Leased Premises, but the Leased Premises is are not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, repaired and Tenant may by written notice to Landlord delivered restored within five one hundred eighty (5180) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of after such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damagecasualty date, then Tenant shall have the right to provide Landlord written notice of its intent to terminate this Lease by giving notice to Landlord Lease, which termination shall be effective forty-five (a "TENANT TERMINATION NOTICE"), not later than thirty (3045) days following after Landlord receives Tenant's receipt of ’s notice; provided, however, in the Restoration Notice. If this Lease is terminated by event Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), completes the repair and restoration within such forty-five (a) the Term shall expire upon the thirtieth (30th45) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts period, then Tenant’s right to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased terminate shall be refunded by Landlord to Tenantdeemed waived and null and void and the Lease shall continue in full force and effect. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are is damaged or destroyed by a fire or other insured casualtycasualty covered by insurance, then (unless this Lease is terminated as hereinafter provided) this Lease shall continue in full force and effect and Landlord shall notify Tenant within 30 days proceed, after discovery adjustment of such damage (a "Restoration Notice") as loss, to repair or restore the Premises to the condition which Landlord furnished to Tenant upon the commencement of the Term. Landlord shall be under no obligation to restore any Alterations to the Premises made by Tenant unless the same is covered by Landlord's insurance, but nothing herein shall be construed to require Landlord to insure such property. In no event shall Landlord be obligated to expend an amount in excess of time the insurance proceeds available to Landlord reasonably estimates it will take for such repair or restoration. In the event the Premises are repaired as provided herein, then Tenant shall repair and restore its furnishings, furniture, equipment and personal property to at least a condition equal to that prior to its damage. 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. Notwithstanding the foregoing, if any destruction or damage to the Premises, Building or Project (whether or not the Premises are affected) is so extensive that Landlord, in its reasonable discretion, elects not to repair or restore the Premises, as applicable (Building or Project, or the "Restoration Period"). If proceeds of insurance are not sufficient or available to fully pay the Restoration Period is estimated to exceed fifteen (15) months (cost of the "Maximum Restoration Period")repair or restoration, then Landlord may, in such notice, elect to may terminate this Lease effective as of the date that is seventy-five of the damage by written notice to Tenant given within thirty (7530) days after the date of discovery such casualty. Notwithstanding any provision to the contrary Landlord shall, within thirty (30) days after the date of any damage or destruction to the Premises or access thereto, advise Tenant in writing as to the reasonably estimated time within which the damage or destruction will be repaired or restored. If more than 40% of the square footage of the Premises has been rendered untenantable and if Landlord reasonably estimates that such damage or destruction; provideddestruction cannot be repaired within one hundred eighty (180) days from the date of the damage, howeverthen Tenant may, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five fifteen (4515) days of after the receipt of a Landlord's notice from Landlord estimating a Restoration Period time for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Periodrestoration, elect to terminate this Lease. If Tenant elects to terminate The provisions of this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable Paragraph are subject to the date rights of termination. If Tenant does not timely elect to terminateLandlord's mortgagees, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicableif any. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within [*] days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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, Acts of God, war, or other natural 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If17.1. If there is any damage to or destruction of the Demised Premises, LESSEE shall promptly give notice thereof to LESSOR, describing the nature and extent thereof. 17.2. If the Demised Premises are damaged, but no portion thereof is rendered untenantable, and this Lease is not terminated pursuant to Section 17.4, 17.5 or 17.6 hereof, LESSOR shall, at its own expense, cause Restoration to be completed as soon as reasonably practicable but in no event later than ninety (90) days from the occurrence, subject to any time during Excusable Delays, and the Term, Basic Rent and Additional Rent shall not ▇▇▇▇▇. 17.3. If the Building or the Demised Premises are damaged or destroyed by a fire and are rendered partially or other insured casualtywholly untenantable, Landlord and this Lease is not terminated pursuant to Section 17.4, 17.5 or 17.6 hereof, LESSOR shall, at its own expense, cause Restoration to be completed as soon as reasonably practicable but in no event later than three hundred sixty five (365) days from the occurrence, subject to any Excusable Delays, and the Basic Rent and Additional Rent shall notify Tenant within 30 days after discovery be equitably abated. 17.4. Without limiting LESSOR'S termination right under Section 17.5, if thirty percent (30%) or more of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the PremisesDemised Premises is damaged or destroyed, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord mayLESSOR, in such noticelieu of Restoration, may elect to terminate this Lease, provided that notice of such termination shall be sent to LESSEE within sixty (60) days after the occurrence of such casualty. If LESSOR exercises its right to terminate this Lease, this Lease shall cease, terminate and expire, and all Basic Rent and Additional Rent shall be prorated, as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided. (a) If the Demised Premises are damaged or destroyed and, howeverin the reasonable opinion of LESSOR, that notwithstanding Landlord's election more than three hundred sixty five (365) days are necessary to restorecomplete Restoration, Tenant then LESSOR or LESSEE may elect to terminate this Lease by written provided notice of such termination shall be sent to Landlord delivered the other party within forty-five sixty (4560) days after the occurrence of receipt such casualty. (b) If, during the final year of a the Term more than twenty percent (20%) of the square footage of the Building is rendered partially or wholly untenantable, then LESSOR may elect to terminate this Lease provided notice from Landlord estimating a Restoration Period for of such termination shall be sent to LESSEE within sixty (60) days after the Premises longer than the Maximum Restoration Period. Unless occurrence of such casualty. (c) If either Landlord or Tenant so elects party exercises its right to terminate this Lease pursuant to this Section 5.117.5, Landlord this Lease shall promptly restore the Premises (including cease, terminate and expire, and all tenant improvements that were part of the Premises Basic Rent and Additional Rent shall be prorated, as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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. If Landlord has the right to terminate this Lease pursuant to this Article 22, Landlord agrees to exercise such right in a nondiscriminatory fashion among leases affecting the Building. Consideration of the following factors in arriving at its decision shall not be deemed discriminatory: Length of term remaining on the Lease, time needed to repair and restore, costs of repair and restoration not covered by insurance proceeds, Landlord’s plans to repair and restore common areas serving the Premises, Landlord’s plans for repair and restoration of the Building, and other relevant factors of Landlord’s decision as long as they are applied to Tenant in the same manner as other tenants. 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant my at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost end expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Code of Civil Procedure, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within two hundred seventy (270) days from the date of damage, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 two hundred seventy (270) days from the date of damage, 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 earned 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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 up to six (6) months for the amount of time Landlord is so delayed. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)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 twenty-four (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (1224) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates Term. 22.6 In the Premisesevent of any damage or destruction to the Building or Premises by any peril covered by the provisions of this Article 22, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased it shall be refunded by Tenant’s responsibility to properly secure the Premises and upon notice from Landlord to Tenantremove 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 Tenant hereby waives any and all rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or any similar or successor Regulations or other laws now or hereinafter in effect. 22.8 Landlord will not be entitled to terminate this Lease solely because the casualty occurs during the last twenty-four (c24) For months of the Term if Tenant has an exercisable option to renew or extend the Term and Tenant, within ten (10) days after receipt of Landlord’s notice of termination, validly exercises such right (the time periods for exercise of the option to renew set forth in Section 39.1.1 shall not apply for purposes of this Article V, the term "MATERIAL DAMAGE" Section 22.8). The foregoing shall mean either (i) fifteen percent (15%) or more not prohibit Landlord from exercising its right to terminate for any of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premisesother reasons set forth herein.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 in proportion to the extent to which the damage and the making of such repairs shall interfere with the Permitted 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 a substantially similar condition as of the date of this Lease, reasonable wear and tear excepted, and provided that Landlord shall have no obligation to restore and/or replace the Improvements or any alterations or other improvements made to the Premises. 22.2 If such repairs cannot, in Landlord's reasonable estimation, be made within one hundred eighty (180) days 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. Landlord shall not in bad faith terminate this Lease pursuant to the terms of this Section 22.2 solely for the purpose of replacing Tenant with a successor tenant. 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 all such repairs and material restoration within ninety (90) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Code of Civil Procedure, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the date of the damage, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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. 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 following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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 but in no event to exceed an additional ninety (90) days. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extension thereof, or for which sufficient insurance proceeds to fully cover the repair and restoration are not received by Landlord (and such insufficiency is not due to Landlord’s failure to carry the insurance required hereunder), but if Landlord determines not to repair such damages Landlord shall notify Tenant within a reasonable time (but in all events no more than ninety (90) days after the fire or casualty) and if such damages shall render any material portion of such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Building Premises or the Premises Project are damaged or destroyed by a fire or other insured cause and in Landlord’s reasonable estimation such damage can be materially restored within one (1) year after Landlord’s discovery of the casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 Project 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. Landlord’s estimate of the length of time within which material restoration can be made may include any periods of delay which are anticipated by Landlord in Landlord’s receipt of insurance proceeds, it being expressly agreed and understood that Landlord will have no obligation to commence repair or reconstruction of the Project prior to Landlord’s receipt of insurance proceeds (except as provided in Section 22.5 below). 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one (1) year after Landlord’s discovery of the casualty, 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 Project 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefore as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within thirty (30) 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 (not to exceed 150 days) Landlord is so delayed. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; provided that Tenant may avoid the Restoration Notice. If termination by Landlord under this Section 22.5(a) if it exercises any option to extend it may have under this Lease, in which event the rights of Landlord and Tenant shall be determined based on the provisions of this Section 22 other than this Section 22.5(a); and (b) in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Premises or Project requires that any insurance proceeds be applied to such indebtedness and Tenant does not agree to fund the amount in excess of the “Landlord Contribution” (as defined below) required to complete the necessary repairs and Landlord elects to terminate the leases of all other tenants of the Project similarly affected by the damage and destruction and not to commence rebuilding or reconstructing within one (1) year from the date of such damage and/or destruction, then Landlord shall have the right to terminate this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) Term. For purposes of this Article V22, the term "MATERIAL DAMAGE" “Landlord Contribution” shall mean either (i) fifteen five percent (155%) or more of the rentable area replacement cost of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesProject.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord's reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify within ten (10) business days give Tenant within 30 days after discovery written notice of such damage (a "Restoration Notice") as to Landlord's reasonable estimation of the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable date by which material restoration can be made (the "Estimated Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration PeriodDate"), and Landlord may, in such notice, elect to terminate this Lease as of forthwith shall repair the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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. 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. 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 sixty (60) 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, except for any such fixtures or improvements which were included in Landlord's Work. 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 all such repairs and material restoration within sixty (60) days after the Estimated Restoration Date, Tenant may at its option and as soon 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 as reasonably practicableof the Estimated Restoration Date, of or such later date fixed in such notice, as if the Estimated Restoration Date (or later date specified in Tenant's 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord's notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant's responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during the Term, the Building or If the Premises are is damaged or destroyed by a fire or other insured casualtycasualty covered by insurance, then (unless this Lease is terminated by Landlord as hereinafter provided) this Lease shall continue in full force and effect and Landlord shall notify Tenant within 30 days proceed, after discovery adjustment of such damage (a "Restoration Notice") as loss, to repair or restore the Premises to the condition which Landlord furnished to Tenant upon the commencement of the Term. Landlord shall be under no obligation to restore any Alterations to the Premises made by Tenant unless the same is covered by Landlord’s insurance, but nothing herein shall be construed to require Landlord to insure such property. In no event shall Landlord be obligated to expend an amount in excess of time the insurance proceeds received by Landlord reasonably estimates it will take for such repair or restoration. Notwithstanding the foregoing, if any destruction or damage to the Premises (whether or not the Premises are affected) is so extensive that Landlord, in its sole discretion, elects not to repair or restore the Premises, as applicable (or the "Restoration Period"). If proceeds of insurance are not sufficient or available to fully pay the Restoration Period is estimated to exceed fifteen (15) months (cost of the "Maximum Restoration Period")repair or restoration, then Landlord may, in such notice, elect to may terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises effective as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may damage by written notice to Landlord delivered Tenant within five sixty (560) business days of the expiration casualty. The provisions of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable Section are subject to the date rights of terminationLandlord’s mortgagees, if any. If Tenant Except in the case of an event of force majeure (defined below), if Landlord does not timely elect make the determination to terminaterestore or rebuild the Premises within sixty (60) days after the casualty, this Lease shall remain in full force and effector if the Premises are not repaired or rebuilt within one hundred eighty (180) days after the casualty, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease Lease, by giving notice to Landlord within twenty (a "TENANT TERMINATION NOTICE"), not later than thirty (3020) days following Tenant's receipt the expiration of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantapplicable time period. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during the Term, the Building or If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate same unless this Lease is terminated as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodpermitted herein. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminateDuring repair, this Lease shall remain in full force and effect, and except the Rent shall be equitably abated during the period of Landlord’s repair based on that portion of the Floor Area of the Premises not reasonably useable by Tenant. Landlord shall complete all repairs and restoration as soon as reasonably practicable.not be required to repair any damage by fire or other cause to Tenant’s Property, any Alterations, Tenant’s Work or any specialized improvements of Tenant. If (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there Landlord reasonably determines that the cost of repair is Material Damage not covered by Landlord’s fire and extended coverage insurance or any other applicable insurance coverage of Landlord maintained under Section 11.2 above, plus such additional amounts Tenant elects, at its option, to contribute (as hereinafter definedwhich may be the entire cost of repair), excluding however Tenant’s Pro Rata Share of any insurance deductible (for which Tenant shall be responsible); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and the date set forth in the Restoration Notice is more than twelve other similar dangers) within three hundred (12300) months from days after the date of the damage; (iii) an Event of Default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final nine (9) months of the Term and Tenant has not previously exercised any available option to extend the Lease Term, then Tenant shall have the right Landlord may elect to terminate this Lease by giving notice Lease. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (a "TENANT TERMINATION NOTICE"), not later than thirty (3060) days following Tenant's receipt of after the Restoration Notice. If damage occurs and this Lease is terminated by Landlord pursuant to Section 5.1(ashall terminate sixty (60) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period days after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantof that notice. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 of 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 following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extensions thereof, or for which sufficient insurance proceeds to fully cover the repair and restoration are not received by Landlord (provided that Landlord has maintained the insurance required to be maintained by Landlord under 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Term. Notwithstanding the foregoing, Landlord will not be entitled to terminate this Lease solely because the casualty occurs during the last twelve (12) months of the then current Term if Tenant vacates has an exercisable right to renew or extend the PremisesTerm pursuant to Article 40 below, and Tenant, within ten (c10) any prepaid Rent days after receipt of Landlord’s notice of termination, validly exercises such right. The foregoing shall not prohibit Landlord from exercising its right to terminate for any period after of the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantother reasons set forth herein. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time If there is damage or destruction to the Premises during the TermTerm by fire, the Building or the Premises are damaged or destroyed by a fire elements or other insured casualty, the Landlord shall notify forthwith repair the same, provided such repairs can be made within one hundred twenty (120) days from the date of the damage or destruction as determined by the Landlord in its sole discretion. The damage or destruction shall in no way annul or void this Lease, but the Tenant within 30 days after discovery shall be entitled to a proportionate reduction of rent while such damage (a "Restoration Notice") as repairs are being made. Such proportionate reduction shall be based upon the extent to the amount of time Landlord reasonably estimates it will take to restore which the Premises, as applicable or part thereof, is untenantable. (the "Restoration Period"). b) If the Restoration Period is estimated Landlord determines that such repairs to exceed fifteen the Premises cannot be made within such one hundred twenty (15120) months (day period, the "Maximum Restoration Period"), Landlord may, in such notice, elect at its option to terminate this Lease as of be exercised within thirty (30) days from the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, howevermake such repairs as soon as possible thereafter and this Lease shall continue in full force and effect and the rent shall be proportionately reduced as provided in subparagraph (a) above. If the Landlord does not elect to make such repairs which cannot be made within the one hundred twenty (120) day period, that notwithstanding Landlord's election to restorethe Landlord shall notify the Tenant within such thirty (30) day period of its intentions and, Tenant may elect if the Landlord elects in its notice not to terminate this Lease, this Lease may be terminated at the option of the Tenant by written notice thereof to the Landlord delivered within forty-five thirty (4530) days of after receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than Landlord's notice. (c) If the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate Building is damaged, this Lease pursuant to this Section 5.1, shall continue in full force and effect and the Landlord shall promptly restore forthwith repair such damage; except that if the Premises Building is damaged or destroyed and repair or replacement, as determined by the Landlord in its sole discretion, cannot be made within one hundred twenty (including all tenant improvements that were part of the Premises as of 120) days from the date of this Lease)such damage or destruction, as needed the Landlord, at its option to obtain any licensebe exercised within sixty (60) days from the date of such damage or destruction, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If and until this Lease is so terminated, the Tenant elects to terminate this Lease, Landlord shall be relieved entitled to a proportionate reduction of its obligation rent only if the Premises are untenantable as aforesaid and no such rent reduction shall be allowed by reason of inconvenience, annoyance or injury to make repairs or restoration, and this Lease shall terminate as of the date of discovery Tenant's business because of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable destruction to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted UseBuilding, or (ii) a the necessity of repairing any portion of the Premises is damaged Building, or the making of such repairs, and as a result thereofthe Landlord shall not be liable to the Tenant because of such inconvenience, Tenant is denied reasonable use annoyance, or access to a material portion of the Premisesinjury.

Casualty. (a) IfIf the Premises, at any time during the Term, the Building or the Premises are Building, shall be so damaged or destroyed by a fire or other insured casualty as to render the Premises untenantable, and if such damage shall be so great that an architect selected by Landlord shall certify in writing to Landlord that the Premises, with the exercise of reasonable diligence, but without the payment of overtime or other premiums cannot be made tenantable within 180 days from the happening of the fire or other casualty, or if the damage shall be such that Landlord's architect shall certify that the Premises can be made tenantable within the 180-day period from the happening of the fire or other casualty, but insurance proceeds are not made available to Landlord for repair of such damage, then Landlord may terminate this Lease, and in the event such fire or other casualty occurs in the final one year of the Term or in the final one year of any Option Term, Tenant may terminate this Lease. If neither Landlord or Tenant terminates this Lease as set forth above, then, except as hereinafter provided, Landlord shall notify Tenant within 30 days after discovery with reasonable promptness, repair the damage so done except that Landlord shall not be required to repair, replace or restore any items specified in the first sentence of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"Section 12(b). If In the Restoration Period is estimated to exceed fifteen (15) months (event that such repairs are not actually completed within 270 days from the "Maximum Restoration Period")happening of the fire or other casualty, Landlord may, in such notice, elect to Tenant may terminate this Lease as within 280 days from the beginning of the date that fire or other casualty. Until such repair is seventy-five (75) days after substantially completed, the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election Base Rent shall be abated in proportion to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises which is unusable by Tenant in the reasonable conduct of its business or profession. There shall be no abatement of Base Rent by reason of any portion of the Premises being unusable for a period of 15 days or less. If the damage is due to the fault or negligence of Tenant or Tenant's employees, agents or invitees, there shall be no abatement of Base Rent. (b) If the Premises, without the fault or negligence of Tenant, shall be damaged by fire or other casualty, but not so as to render them untenantable, Landlord shall cause the damage to be repaired with reasonable promptness and there shall be no abatement of Base Rent or any other amounts due under this Lease. If the fire or other casualty causing damage to the Premises or other parts of the Building shall have been caused by the Tenant, or Tenant's employees, agents or invitees, such damage shall be repaired by Landlord and the amount paid for such repair shall be immediately due from Tenant to Landlord with interest at the Default Rate from the dates of Landlord's payments. (c) If the Building is so damaged by fire or other casualty (although the Premises are unaffected by such fire or other casualty, or if affected, can be repaired within 180 days) that Landlord shall deem it advisable to reconstruct, rebuild or raze the Building, then notwithstanding anything contained herein to the contrary, this lease may be terminated by Landlord as of the date of the occurrence of the fire or other casualty by giving written notice to Tenant of such termination within (30) days after the occurrence of the fire or other casualty. Within ninety (90) days of such notice of termination, Tenant shall surrender to Landlord the Premises and all interest therein under this Lease), as needed to obtain any license, clearance or other authorization of any kind required to and Landlord may re-enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration take possession of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord and remove Tenant therefrom. Tenant shall cease all workPay Base Rent, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Periodall other sums payable hereunder, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate duly apportioned as of the date of discovery such termination of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminatethis, this Lease shall remain in full force and effectLease, and Landlord and Tenant shall complete be free and discharged from all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from obligations arising hereunder after the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenanttermination. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. If the Premises or the Building are damaged by fire or other casualty, Landlord shall forthwith repair the same unless this Lease is terminated as permitted herein. Within thirty (a30) Ifdays from the date of such damage, at any time during Landlord shall notify Tenant if the TermBuilding is damaged in excess of thirty-five percent (35%) of the Building's precasualty value, as reasonably determined by Landlord (damage in excess of such amount being referred to as "MAJOR DAMAGE" and damage equal to or less than such amount being referred to as "MINOR DAMAGE"). If Major Damage occurs, Landlord may elect to terminate the Lease so long as Landlord terminates the tenancies of all other similarly affected tenants in the Building. If Minor Damage occurs, then Landlord shall repair such damage and rebuild that portion of the Building or the Premises are damaged or destroyed by within a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of reasonable time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated not to exceed fifteen one hundred eighty (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75180) days after such casualty. In the date event of discovery of such damage or destruction; providedMajor Damage, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by if Landlord gives its written notice to Landlord delivered within forty-five (45) days Tenant electing to rebuild or in the event of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminateMinor Damage, this Lease shall remain in full force and effecteffect except the Rent shall be reasonably abated during the period of repair based on that portion of the Premises not reasonably usable by Tenant. If in the event of Major Damage, Landlord elects by written notice to Tenant not to rebuild, then this Lease shall automatically terminate as of the effective date of such notice, the Rent shall be reduced by a proportionate amount based upon the extent to which said damage interfered with the business carried on by Tenant in the Premises, and the Tenant shall pay such reduced Rent up to the date of termination. Landlord agrees to refund to Tenant any Rent previously paid for any period of time subsequent to such date of termination. Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything not be required to repair any damage by fire or other cause to the contrary contained in Section 5.1(a)property of Tenant or any alterations, additions, fixtures or improvements installed on the Premises by or at the expense of Tenant. In the event that such damage or destruction is not repaired within one hundred eighty (i180) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months days from the date of such damageevent, then Tenant shall have the right Tenant, at its option, by written notice to Landlord, may terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenantwhich shall be effective upon Landlord's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantnotice. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 substantially in the condition which existed immediately before such damage, subject to changes required by Legal Requirements or changes elected by Landlord to areas exterior to the Premises. 22.2 If such repairs cannot, in Landlord’s reasonable estimation, be made within one hundred eighty (180) days following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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 T▇▇▇▇▇, 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term as the same may be extended, or for which sufficient insurance proceeds to fully cover the repair and restoration are not received by Landlord, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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, Landlord shall promptly notify Tenant, and the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed (but in no event shall such period be extended for more than ninety (90) days). (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) IfTenant shall give immediate notice to Landlord in case of fire or other casualty in the Premises. If (a) so much of the Building is damaged or rendered untenantable (whether or not the Premises or a portion thereof shall be damaged) by fire or other cause that Landlord shall reasonably determine not to restore the same or to demolish the remainder thereof; or (b) if the Premises shall suffer damage or be rendered untenantable by fire or other casualty and Landlord shall determine (i) that such portion of the Premises cannot be reasonably expected to be restored or rendered tenantable under a normal working schedule within a period of eighteen (18) months after the occurrence of such damage or destruction or (ii) that each Superior Lessor and Superior Mortgagee will not permit Landlord to apply the net proceeds of Landlord's insurance to the restoration of the Building or the Premises, at then and in any time such event Landlord shall have the right to terminate this Lease by notice to Tenant given within ninety (90) days of the occurrence of such fire or other casualty. If either (y) the Premises shall be totally or substantially damaged or rendered wholly or substantially untenantable (whether or not any other portions of the Building shall be damaged) or (z) the Building shall be substantially damaged, so that Tenant's access to and use and enjoyment of the Premises shall be rendered substantially impossible, whether or not the Premises shall be damaged, and in case of either (y) or (z) Landlord reasonably determines that the same cannot reasonably be expected to be restored or rendered tenantable under a normal working schedule within a period of twelve (12) months after the occurrence of such damage or destruction, then Landlord shall promptly notify Tenant of such fact, and within thirty (30) days thereafter either Landlord or Tenant may terminate this Lease by notice to the other party. If during the Term, last year of the Term the Building or the Premises are shall be damaged or destroyed by a fire or other insured casualty, and if such fire or casualty damage, whether to the Premises or the Building, cannot reasonably be expected to be repaired or restored within one hundred eighty (180) days from the time that repair or restoration work would commence or prior to the Expiration Date, whichever first occurs, then Landlord shall promptly notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premisesfact, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either and Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1shall have the right, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written giving notice to Landlord delivered within five the other not later than thirty (530) business days of the expiration of Maximum Restoration Periodthereafter, elect to terminate this Lease. If either Landlord or Tenant elects shall give notice of termination pursuant to terminate this LeaseSection 7.05, Landlord the Term shall be relieved expire by lapse of its obligation time upon the date which is thirty (30) days after such notice is given and Tenant shall vacate the Premises and surrender the same to make repairs or restoration, and Landlord. Upon the termination of this Lease under the conditions provided for in this Section 7.05, Tenant's liability for rent shall terminate cease as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right termination, subject, however, to any Rent payable by Tenant and applicable to abatement thereof between the date of terminationsuch casualty and the date of such termination pursuant to Section 7.05(b) below. If Tenant does not timely elect to terminatehereby expressly waives the provisions of Section 227 of the Real Property Law or any like law which may hereafter be enacted and agrees that the foregoing provisions of this Article shall govern and control in lieu thereof, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicableArticle being an express agreement governing any case of damage or destruction of the Premises by fire or other casualty. (b) Notwithstanding anything If the Building or any portion thereof is damaged by fire or other casualty and this Lease is not terminated pursuant to the contrary contained in Section 5.1(a7.05(a), (i) if there is Material Damage (as hereinafter defined) Landlord, promptly after such damage and the date set forth determination of the net amount of insurance proceeds available, shall use due diligence to restore the Premises and the Building as nearly as possible to their condition prior to such fire or other casualty. Notwithstanding the foregoing, Landlord shall not be obligated to expend for such repairs and restoration any amount in excess of the Restoration Notice net insurance proceeds made available to Landlord after deduction therefrom of Landlord's expenses in obtaining such proceeds and any amounts applied by any Superior Lessor or Superior Mortgagee to obligations other than restoration of the Building. In no event shall Landlord be obligated to repair or restore any Tenant's work, any Alterations, Tenant's Property or Tenant’s Improvements and Betterments. Where Landlord is more than obligated or otherwise elects to effect restoration of the Premises, unless such restoration is completed within twelve (12) months from the date of the casualty (such damageperiod to be subject, then however, to extension where the delay in completion of such work is due to causes beyond Landlord's reasonable control (but in no event beyond eighteen (18) months from the date of the casualty)), Tenant shall have the right to terminate this Lease by giving notice at any time after the expiration of such 12-month period (as may be extended) but prior to Landlord (a "TENANT TERMINATION NOTICE")the time that the restoration is substantially completed, not later than thirty (30) days following Tenant's receipt such termination to take effect as of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after such notice is given, with the same force and effect as if such date were the date originally established as the Expiration Date hereof unless, within such thirty (30) day period such restoration is substantially completed, in which case Tenant's notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantof no force and effect and this Lease and the Term shall continue in full force and effect. (c) For purposes of Until this Article VLease is terminated pursuant to Section 7.05(a) or the restoration work has been completed pursuant to Section 7.05(b), the term "MATERIAL DAMAGE" Fixed Rent and Tenant's Tax Payment shall mean either (i) fifteen percent (15%) be apportioned or more of adjusted according to the rentable area part of the Premises which is damaged and thereby rendered untenantable or not reasonably usable by Tenant Tenant. No damages, compensation or claims shall be payable by Landlord for its then current Permitted Useinconvenience, loss of business or (ii) a annoyance arising from any repair or restoration of any portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material of the Building. If rent abates in respect of all or any portion of the PremisesPremises and Tenant reoccupies the Premises or such portion, thereof, or any part thereof, for the conduct of Tenant's business operations during the period in which restoration work is taking place and prior to the date that the same is made completely tenantable, the Fixed Rent allocated to the space so reoccupied shall be payable, and Tenant's Tax Share shall increase by the portion thereof allocable to such space, from the date which is five (5) Business Days after notice from Landlord that such space is ready for reoccupancy. Notwithstanding anything in this Section 7.05 to the contrary, if Landlord shall be unable to collect all of the insurance proceeds (including rent insurance proceeds) payable by reason of any damage to the Building or the Premises under Landlord's insurance policies by reason of any action or inaction by Tenant or failure by Tenant to comply with any of the provisions of this Lease, then without prejudice to any other remedy which may be available against Tenant, the abatement of rent provided for in this Section 7.05(c) shall not be effective to the extent of the uncollected insurance proceeds, and the amount of any abatement theretofore taken by Tenant shall be immediately payable to Landlord on demand.

Casualty. If the Project (aexcluding Tenant’s trade fixtures, equipment, furniture and personal property) If, at any time during the Term, the Building or the Premises are is damaged or destroyed by a fire or other insured casualty, and (i) the insurance proceeds received by Landlord shall notify Tenant within 30 days after discovery on account of such damage, together with any deductibles maintained by Landlord, are sufficient to pay for the necessary repairs, (ii) Landlord’s Mortgagee permits Landlord to utilize the insurance proceeds to repair such damage (a "Restoration Notice"provided that if the existing Mortgagee does not permit Landlord to utilize the insurance proceeds Landlord is unable, despite diligent efforts, to obtain replacement financing for the reconstruction or repair), and (iii) the Project can be fully repaired within nine (9) months after such casualty occurred, this Lease shall remain in effect and Landlord shall repair the damage as to the amount of time Landlord soon as reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period")possible. If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as any of the date that foregoing conditions requiring Landlord to repair the Project is seventy-five (75) days after the date of discovery of such damage or destruction; providednot met, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects may elect either to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter definedi) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease; or (ii) repair the damage as soon a reasonably possible, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, in which event this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. effect (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then but Tenant shall then have the right to terminate this Lease by giving notice to if the Premises cannot be fully repaired within nine (9) months after such casualty occurred). Landlord (a "TENANT TERMINATION NOTICE")shall, not later than within thirty (30) days following Tenant's receipt of such casualty provide Tenant with a written notice (the Restoration “Landlord’s Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a”) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean setting forth either (i) fifteen percent (15%) or more of Landlord’s election to terminate the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted UseLease as permitted under this Section 19, or (ii) Landlord’s estimate for reconstruction of the Premises or portions of the Building as hereinafter provided in accordance with this Section 19. If Landlord’s Notice indicates that such reconstruction of the Project shall exceed nine (9) months and Landlord does not elect to terminate this Lease as provided in Landlord’s Notice, Tenant shall have the right, to be exercised within thirty (30) days after receipt of Landlord’s Notice, to elect, by notice to Landlord, to cancel this Lease, (hereinafter called “Tenant’s Notice”). In the event this Lease is not terminated by either Landlord or Tenant as hereinabove permitted, Landlord shall commence and proceed with reasonable diligence to restore the portion of the Building so damaged. If Landlord indicates in its notice that the Project can be restored within nine (9) months and the Project is not restored within nine (9) months after the date of such casualty, or if Landlord in Landlord’s Notice indicates that it will take a period longer than nine (9) months to restore said the Project, and Tenant shall not have elected to terminate this Lease and said portions are not restored within such longer period, then this Lease and the Term hereof may at the election of Tenant be terminated by notice in writing from Tenant to Landlord at any time after expiration of the nine (9) month restoration period or such longer period, if applicable, which notice shall be effective thirty (30) days after the giving of such notice if the Premises have not been restored by that date. In the event this Lease shall remain in full force and effect following a casualty, Base Rent and additional rent shall a▇▇▇▇ based upon the portion of the Premises is damaged rendered untenantable until such time as the Premises are rendered tenantable. Tenant waives the protection of any law which grants a tenant the right to terminate a lease in the event of the destruction of a leased property, and as a result thereofagrees that the provisions of this paragraph shall govern in the event of any destruction of the Building. Landlord shall not be required to repair any of Tenant’s trade fixtures, equipment, furniture or personal property. Tenant is denied reasonable use shall promptly notify Landlord of any fire or access other casualty to a material portion of the Premises.

Casualty. (a) If, at Tenant shall promptly give Landlord written notice of any time during fire or other casualty occurring within the Term, Premises. If the Premises or other parts of the Building or Project reasonably required for Tenant's use and quiet enjoyment of the Premises are damaged or destroyed by a fire or other insured casualtycasualty then, subject to the following provisions of this Article, Landlord shall notify Tenant within 30 days after discovery promptly repair the damage. If, however, the damage (a) is not covered by insurance carried by Landlord hereunder, (b) is covered by insurance carried by Landlord hereunder, but Landlord's mortgagee requires that proceeds of such damage insurance be used to retire the mortgage debt, (a "Restoration Notice"c) is to such an extent that the cost of repairs will be greater than 10% of the then full replacement cost of the Building, or (d) occurs during the last 12 months of the then effective Term of this Lease, then Landlord shall have the option (i) to repair the damaged Premises and any other damaged parts of the Building or Project reasonably necessary to Tenant's use and quiet enjoyment of the Premises to substantially the same condition as immediately prior to the amount of time Landlord reasonably estimates it will take to restore the Premisessuch fire or other casualty, as applicable or (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15ii) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five by so notifying Tenant within sixty (7560) days after the date of discovery such damage, such termination to be effective as of such damage the date of the fire or destruction; providedother casualty causing the damage. Notwithstanding the foregoing, however, if the Premises are so destroyed that notwithstanding Landlord's election to restorethey cannot or will not be repaired or rebuilt within one hundred eighty (180) days of the casualty date, Tenant may elect shall have the option to terminate this Lease by written notice to so notifying Landlord delivered within forty-five thirty (4530) days after Tenant's discovery of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects such untentability, such termination to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises be effective as of the date of this Lease), as needed to obtain any license, clearance fire or other authorization of any kind casualty causing the damage. The Rent required to enter into and restore be paid hereunder shall be abated in proportion to the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration portion of the Premises Premises, if any, which is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may rendered untenantable by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs fire or restoration, and this Lease shall terminate as of other casualty hereunder from the date of discovery the occurrence of such damage or destructioncasualty until the repairs specified in clause (i) of the preceding sentence are completed. 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. Landlord shall retain not be required to repair or replace any Rent paid and furniture, furnishings, or other personal property that Tenant may be entitled to remove from the right to Premises or any Rent payable by Tenant and applicable alterations to the date of termination. If Premises constructed and installed by or for Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) 6.01 hereof or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice any installations in excess of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantBuilding Standard. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or (including the Premises Parking Facility) are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 following commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extension thereof, or for which sufficient insurance proceeds to fully cover the repair and restoration are not received by Landlord, but if Landlord determines not to repair such damages Landlord shall notify Tenant and if such damages shall render any material portion of such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during If the Term, the Building Premises or the Premises are Project is damaged or destroyed by a fire or other an insured casualty, or, if Landlord fails to maintain the insurance required to be maintained by or pursuant to the terms of this Lease and such damage would have been covered by the insurance required to be maintained by Landlord hereunder, and such damage occurs more than twelve (12) months prior to the expiration of the Term hereof, Landlord shall notify Tenant forthwith repair same, or cause same to be repaired, (and, if an insured casualty, to the extent that insurance proceeds are made available to Landlord therefor) and provided that such repairs can, in Landlord's reasonable opinion, be made within 30 ninety (90) days after discovery from the date of such damage (a "Restoration Notice"without payment of overtime or other premiums) as to under the amount laws and regulations of time Landlord reasonably estimates it will take to restore the Premisesfederal, as applicable (the "Restoration Period")state and local governmental authorities having jurisdiction thereof. If the Restoration Period Landlord is estimated not so required to exceed fifteen (15) months (the "Maximum Restoration Period")repair such damage, Landlord may, in such notice, elect to terminate this Lease as of shall have the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered option within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of such damage either to (i) notify Tenant of Landlord's election to repair such damage, in which event Landlord shall thereafter repair same, or (ii) notify Tenant of Landlord's election to immediately terminate this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES")in which event this Lease shall be so terminated; provided, however, if such notice advises Tenant of Landlord’s election to repair and that if such repair or restoration of the Premises is cannot substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered be made within five ninety (590) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then by written notice to Landlord given within ten (10) days of receipt of such notice from Landlord, Tenant shall have the right may elect to terminate this Lease Lease. Such termination by giving notice to Landlord Tenant shall be effective ten (a "TENANT TERMINATION NOTICE"), not later than thirty (3010) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date received by Landlord. Landlord shall refund to Tenant vacates the Premises, and (c) any prepaid Rent rent previously paid for any period after of time subsequent to such termination. Notwithstanding any contrary provision herein, and regardless of whether caused by casualty, Landlord shall not be required to repair any damage to the date property of Tenant or to repair or replace any paneling, decorations, railings, floor coverings, alterations, additions, fixtures or improvements installed on the Premises by or at the expense of Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes . Tenant hereby waives the provisions of this Article VSection 1932, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more subdivision 2, and Section 1933, subdivision 4, of the rentable area Civil Code of the Premises is damaged California, and thereby rendered untenantable any similar law, statute or not reasonably usable by Tenant for its then current Permitted Use, ordinance now or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premiseshereafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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. 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during the Term, the If a Building or the Premises are is damaged or destroyed by a fire or other insured casualty, and the damaged 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 as soon as reasonably possible, subject to delays beyond Landlord’s control; provided, however, that if Landlord shall not have substantially completed restoration such that lawful possession may be restored to Tenant within nine (9) months next following the date the casualty occurred, then in that event, Tenant shall have the right to terminate this Lease upon written notice to Landlord; provided, however that Landlord shall have the right to avoid such termination by completing restoration and returning lawful possession to Tenant within ten (10) days next following receipt of Tenant’s notice. If the damaged Building cannot be fully repaired within six (6) months after the casualty occurred, Landlord or Tenant may elect to terminate this Lease by providing the other party with written notice thereof within forty-five (45) days after occurrence of such casualty. If neither Landlord nor Tenant terminate this Lease, Landlord shall notify Tenant within 30 days after discovery of such repair the damage (a "Restoration Notice") as soon as reasonably possible, in which event this Lease shall remain in full force and effect. In addition to the amount foregoing, if the damage to a Building occurs during the last one (1) year of time the Lease Term, either Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, or Tenant may elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate occurred. If this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Periodterminated following a casualty, Landlord rent shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months ▇▇▇▇▇ from the date of the occurrence in the proportion that the area of the portion of the Premises rendered unusable by such damage, then Tenant casualty bears to the entire area of the Premises. The abatement shall continue until the portion of the Premises which shall have been damaged shall be rebuilt or repaired. Tenant waives the protection of any law which grants a tenant the right to terminate a lease in the event of the substantial destruction of a leased property, and agrees that the provisions of this paragraph shall govern in the event of any substantial destruction of the Premises. Landlord agrees that if Landlord shall exercise its right to terminate this Lease by giving notice to Landlord in accordance with the foregoing provisions in any instance where one Building shall be damaged but the other shall remain tenantable, then the foregoing provisions notwithstanding, Tenant shall have at least one hundred and eighty (a "TENANT TERMINATION NOTICE"), not later than thirty (30180) days within which to vacate the Buildings following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after Landlord’s notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of in accordance with the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantforegoing provisions. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during the Term, If the Building or the Premises are is damaged or destroyed by a fire or other insured casualtycasualty (including, without limitation, floods) (each a “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 nine (9) months after such Casualty occurred, this Lease shall remain in effect and Landlord shall repair the damage as soon as reasonably possible, subject to delays beyond Landlord’s reasonable 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 Casualty, or the Building cannot be fully repaired within nine (9) months after the Casualty occurred, Landlord may elect either to (i) terminate this Lease, provided Landlord shall so notify Tenant within 30 forty-five (45) days after discovery occurrence of such Casualty, or (ii) repair the damage as soon as reasonably possible, in which event this Lease shall remain in full force and effect; but if Landlord elects not to terminate this Lease, Tenant shall then have the right to terminate this Lease if the Premises cannot be fully repaired within twelve (12) months after such Casualty occurred. Insurance proceeds shall not be deemed “unavailable” or “insufficient” if Landlord failed to maintain insurance coverages required by Section 7 of this Lease (or such greater coverages required by Landlord’s Mortgagee). Landlord’s notice shall include a "good-faith estimate of the date Landlord reasonably believes the Premises shall be fully restored (the “Estimated Restoration Notice"Date”). Tenant’s notification, if any, shall be required within ten (10) as days after Landlord’s notice. In addition to the amount foregoing, if the damage to the Building occurs during the last two (2) years of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period")Lease Term, Landlord may, in such notice, may elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate occurred in any event. If this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Periodterminated following a Casualty, Landlord rent shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months ▇▇▇▇▇ from the date of the occurrence in the proportion that the area of the portion of the Premises rendered unusable by such damageCasualty bears to the entire area of the Premises, then and such abatement shall be in full if the Premises are rendered wholly untenantable. The abatement shall continue until the portion of the Premises which shall have been damaged shall be rebuilt or repaired and Tenant shall be able to occupy such portion of the Premises. If such restoration has not been completed, and Tenant shall not be able to occupy such portion of the Premises, on or before the Estimated Restoration Date, Tenant shall thereafter have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than upon thirty (30) days following Tenant's receipt days’ prior notice to Landlord until such time as the restoration has been completed and Tenant shall be able to occupy such portion of the Restoration Notice. If this Lease Premises; provided, however, if the restoration is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as completed and Tenant is continuously and diligently using good faith commercially reasonable efforts able to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a occupy such portion of the Premises is damaged prior to the effective date of Tenant’s termination, such termination shall be null and as void, and of no effect, and this Lease shall continue upon the terms and conditions contained herein. Tenant waives the protection of any law which grants a result thereoftenant the right to terminate a lease in the event of the substantial destruction of a leased property, Tenant is denied reasonable use or access to a material portion and agrees that the provisions of this paragraph shall govern in the event of any substantial destruction of the Premises.

Casualty. (a) If, at any time during If the Term, Premises or the Building or the Premises are is damaged or destroyed by a fire or other insured casualtycasualty covered by insurance, then (unless this Lease is terminated by Landlord as hereinafter provided) this Lease shall continue in full force and effect and Landlord shall notify Tenant within 30 days proceed, after discovery adjustment of such damage (a "Restoration Notice") as loss, to repair or restore the Premises to the amount condition which Landlord furnished to Tenant upon the commencement of time the Term. Landlord reasonably estimates it will take shall be under no obligation to restore any Alterations or Tenant Improvements to the PremisesPremises made by Tenant unless the same is covered by Landlord’s insurance, but nothing herein shall be construed to require Landlord to insure such property. In no event shall Landlord be obligated to expend an amount in excess of the insurance proceeds received by Landlord for such repair or restoration. In the event the Premises are repaired as applicable provided herein, then Tenant shall repair and restore its merchandise, furnishings, furniture, equipment, all Alternations and Tenant Improvements made by or for Tenant to at least a condition equal to that prior to its damage. Notwithstanding the foregoing, if any destruction or damage to the Premises or Building (whether or not the "Restoration Period"). If the Restoration Period Premises are affected) is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord mayso extensive that Landlord, in such noticeits sole discretion, elect elects not to repair or restore the Premises or Building, or the proceeds of insurance are not sufficient or available to fully pay the cost of the repair or restoration, then Landlord may terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises effective as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may damage by written notice to Landlord delivered Tenant within five ninety (590) business days of the expiration casualty. The provisions of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable Section are subject to the date rights of terminationLandlord’s mortgagees, if any. If Tenant Except in the case of an event of force majeure (defined below), if Landlord does not timely elect make the determination to terminaterestore or rebuild the Premises within ninety (90) days after the casualty, this Lease shall remain in full force or if the Premises are not repaired or rebuilt within two hundred and effectten (210) days after the casualty, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease Lease, by giving notice to Landlord within twenty (a "TENANT TERMINATION NOTICE"), not later than thirty (3020) days following Tenant's receipt the expiration of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantapplicable time period. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at a. If any time during the Term, part of the Building or the Premises are shall be damaged or destroyed by a fire or other insured casualty, Tenant shall give prompt notice thereof to Landlord, and Landlord shall notify Tenant within 30 days after discovery with reasonable diligence repair such damage, and if any part of the Premises shall be rendered untenantable by reason of such damage (a "Restoration Notice") as including untenantability due to lack of access thereto or services therein), the Fixed Rent payable hereunder shall be abated to the extent Landlord receives proceeds from any rental abatement insurance policies for the period from the date of such damage to the date when such part of the premises shall have been made tenantable, unless Landlord shall make available to Tenant during the period of such repair other space in the Building which in Tenant's reasonable opinion is suitable for the temporary conduct of Tenant's business. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the undertaking of such repair, reconstruction or restoration, Landlord shall have no obligation to carry insurance of any kind on Tenant's goods, furniture or furnishings or on Tenant's property, and Landlord shall not be obligated to repair any damage thereto or to replace the same. Tenant hereby waives the provisions of any State w dealing with a tenant's rights upon the destruction of the leased premises and the provisions of any successor or other law of like import. b. Notwithstanding the provisions of Subparagraph 19(a) above, if substantial alteration or reconstruction of the Building shall, in the opinion of Landlord, be required as a result of damage by fire or other casualty (whether or not the Premises shall have been damaged by such fire or other casualty and whether or not such damage is covered by insurance carried by Landlord), or if the damage to the Building is a result of an uninsured casualty and is in an amount of time Landlord reasonably estimates it will take to restore the Premises$100,000.00 or more, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate then this Lease as of and the date that is seventy-five Term and estate hereby granted may be terminated by landlord by its giving to Tenant within sixty (7560) days after the date of discovery such damage a notice specifying a date, not less than thirty (30) days after the giving of such damage or destruction; providednotice for such termination. In the event f the giving of such notice of termination, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for and the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to Term and estate hereby granted shall cease and terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part as of the Premises date specified therefor in such notice, and the Fixed Rent payable hereunder shall be apportioned as of the date of termination. c. Upon any termination of this Lease)Lease under any of the provisions of this Paragraph 19, as needed the parties shall be released thereby without further obligation to obtain any license, clearance or the other authorization of any kind required to enter into and restore from the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration date possession of the Premises is surrendered to Landlord, except for items which have therefore accrued and are then unpaid. d. Tenant shall not substantially complete as be released from any of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate its obligations under this Lease, except to the extent and upon the conditions expressly stated in this Paragraph 19. If Tenant elects Notwithstanding anything to terminate the contrary contained in this LeaseParagraph 19, should Landlord be delayed or prevented from repairing or restoring the damaged Premises within one year after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, or any other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration, and Tenant shall be released from its obligations under this Lease shall terminate as of the date of discovery end of such damage one-year period. e. It is hereby understood that if Landlord is obligated to or destruction. elects to repair or restore as herein provided, Landlord shall retain any Rent paid be obligated to make repairs or restoration only of those portions of the Building and the right to any Rent payable Premises which were originally provided at Landlord's expense, which portions shall expressly not include the tenant improvements not constructed by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effectLandlord, and Landlord shall complete all repairs the repair and restoration as soon as reasonably practicableof items not provided at Landlord's expense shall be the obligation of Tenant. (b) f. Notwithstanding anything to the contrary contained in Section 5.1(a)this ▇▇▇▇▇▇▇▇▇ ▇▇, (i) if there is Material Damage (as hereinafter defined) and ▇▇▇▇▇▇▇▇ shall not have any obligation whatsoever to repair, reconstruct or restore the date set forth in Premises when the Restoration Notice is more than damage resulting from any casualty covered under this Paragraph 19 occurs during the last twelve (12) months from of the date term of this Lease or any extension hereof. This Lease shall be considered an express agreement governing any case of damage to or destruction of the building or the Premises by fire or other casualty, and any law which purports to govern the rights of Landlord and Tenant in such damagea contingency in the absence of express agreement, then Tenant and any successor or other law of like import, shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantno application. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant within 30 days of the damage and if such damage, then damages shall render any material portion of the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. It is agreed by and between the parties hereto that in case the Demised Premises, or the Building, shall be destroyed or damaged in part or in whole by fire or other elements, or by any other cause, to an extent which shall render the Demised Premises untenantable or unfit for occupancy for the purposes intended, the Tenant shall pay the accrued Rent to the time of such destruction. Landlord shall, at its sole option, either (a) terminate this Lease, in which case Tenant shall have no further liability for future Rent, or (b) repair the Demised Premises with all reasonable speed, not exceeding one-hundred eighty (180) days from the date of said casualty. If Landlord cannot represent that the repairs shall be substantially completed and Tenant may re-occupy the Demised Premises within one-hundred eighty (180) days from the date of said casualty (as determined by Landlord's engineer), then Tenant may terminate this Lease without further liability by either party. Upon completion of such repairs, Tenant shall resume paying Rent as provided herein. If, at any time during the Termhowever, the Building or the Demised Premises are shall be partially damaged or destroyed by a fire or other insured casualtycauses, then the damage shall be repaired by Landlord with all reasonable speed, and the Rent for the portions not usable by the Tenant shall notify Tenant within 30 days after discovery be apportioned and abated for the term beginning with the date of such damage (a "Restoration Notice") as and ending when such damage shall have been repaired and such portions of the Demised Premises again made usable to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES")Tenant; provided, however, that if repair or restoration of the Premises is repairs are not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered completed within five one-hundred eighty (5180) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damagesaid casualty, then Tenant may terminate this Lease without further liability of either party upon sixty (60) days written notice. In no event shall Landlord have any liability or be required to repair or replace Tenant's merchandise, trade fixtures, furnishings, equipment, leasehold improvements, personal property, or other items of Tenant and the right insurance proceeds on account thereof shall be sufficient for Landlord to repair the improvements. Except to the extent specifically provided in this Lease, no damage or destruction of the Demised Premises, or any portion thereof, by fire or other casualty, nor the untenantability of the Demised Premises, or any portion thereof as a result of fire or other casualty, shall permit Tenant to terminate this Lease by giving notice or surrender the Demised Premises, or any part thereof, nor shall relieve Tenant from its obligations to pay Rent. Tenant shall not be entitled to and hereby waives any and all claims against Landlord for any compensation or damage for loss of use of the Demised Premises, or any portion thereof, and/or for any inconvenience or annoyance resulting from any damage, destruction, repair or restoration including, without limitation, any injury (a "TENANT TERMINATION NOTICE")or death) to persons or damage to property, not later than thirty (30) days following or interruption of Tenant's receipt business, resulting from fire or other casualty, unless caused by the gross negligence or willful misconduct of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) Landlord, its employees or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantagents. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in the reasonable estimation of Landlord and Tenant such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 and Tenant, in writing, shall jointly estimate the length of time within which material restoration can be made, and such determination shall be binding upon the parties. 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 and ▇▇▇▇▇▇’s joint 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord and Tenant therefor as soon extended by this Section 22.3, Tenant may at its option and as reasonably practicableits 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 ▇▇▇▇▇▇, 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 lime Landlord is so delayed. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged as Landlord shall request. 22.7 Tenant hereby waives any and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Useall rights under and benefits of Sections 1932(2) and 1933(4) of the California Civil Code, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use any similar or access to a material portion of the Premisessuccessor Regulations or other laws now or hereinafter in effect.

Casualty. (a) If, at any time during In the Term, event the Building or the Leased Premises are damaged or destroyed by a fire or other insured casualtycasualty covered by Landlord's insurance, Landlord shall notify repair the damage at its expense within a reasonable time. If the damage cannot be repaired within 180 days (as estimated by an architect chosen by Landlord), this Lease may be terminated by either Landlord or Tenant by written notice within 30 days after discovery receipt of such the architect's damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to certification and shall then terminate this Lease as of the date that such notice is seventy-five (75) days after given. Tenant shall pay all rent due under this Lease, prorated on the date of discovery of such damage or destruction; providednotice, however, and all other sums owing at that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord time and shall promptly restore the Premises (including all tenant improvements that were part immediately surrender possession of the Leased Premises as of to Landlord. However, if the date of this Lease), as needed to obtain any license, clearance damage can be repaired within 180 days or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is it cannot substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered be repaired within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects such time but neither party exercises its option to terminate this Lease, Landlord shall, within 30 days of such damage, begin to repair the Leased Premises and shall proceed with reasonable diligence to restore the Leased Premises in the same condition as existed immediately prior to the occurrence of such casualty. The rent shall be relieved abated during the time the premises are unfit for occupancy. Landlord shall not be required to rebuild, repair, or replace any of its the furniture, equipment, fixtures or other improvements which may have been placed on the Leased Premises by Tenant. In the event any mortgagee under a deed of trust, security agreement, or mortgage on the building should require that the insurance proceeds be used to retire the mortgage debt, Landlord shall have no obligation to make repairs rebuild and this Lease shall terminate upon written notice to Tenant. In the event the building is so badly damaged by fire or restorationother casualty, even though the Leased Premises may not be affected, that Landlord decides, within 90 days after the destruction, not to rebuild or repair the building (such decision being vested exclusively in the discretion of Landlord), then in such event Landlord shall so notify Tenant in writing and this Lease shall terminate as of the date of discovery of time such damage or destruction. Landlord shall retain any Rent paid notice is given, and the right Tenant shall pay rent hereunder apportioned to any Rent payable by the time such notice is given and shall pay all other obligations of Tenant and applicable to owing on the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord Tenant shall complete all repairs and restoration as soon as reasonably practicable. (b) immediately surrender the Leased Premises to Landlord. Notwithstanding anything to the contrary contained in foregoing provisions of this Section 5.1(a)23, (i) Tenant agrees that if there the Leased Premises or any other part of the building is Material Damage (as hereinafter defined) and damaged by fire or other casualty caused by the date set forth in the Restoration Notice is more than twelve (12) months from the date fault or negligence of such damageTenant or Tenant's agents, then employees, or invitees, Tenant shall have the right no option to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE")Lease, even if the damage cannot later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premisesbe repaired within 180 days, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased rent shall not be refunded by Landlord to Tenantabated or reduced befor or during the repair period. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 thirty (30) days after Landlord provides to Tenant the notice required in 22.1 above, 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date Term or any extension thereof, but if Landlord determines not to repair such damages Landlord shall notify Tenant within forty-five (45) days after such casualty of such damage, then its election and Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not as Landlord shall reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premisesrequest.

Casualty. (a) If, at any time during 22.1 In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days following the commencement of restoration, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 following the commencement of restoration, Landlord and Tenant shall each have the option of giving the other, at any time within thirty (30) days after Landlord’s notice of estimated restoration time, 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. Notwithstanding the foregoing, if the Lease is not terminated as provided herein and Landlord elects to rebuild the Building and common areas, upon notice from Landlord, Tenant shall assign or endorse over to Landlord (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant’s insurance with respect to any alterations or improvements performed by or for the benefit of Tenant and Landlord shall rebuild the Premises; provided if the estimated cost to repair such alterations or improvements exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, Landlord shall deliver written notice to Tenant of the amount of such excess cost, which notice shall include reasonably sufficient detail to permit Tenant to determine whether it will pay such cost or elect that Landlord not proceed with such repairs. Tenant shall have fifteen (15) days following such written notice within which to elect to pay such excess costs or elect that Landlord not proceed with such repairs. If Tenant elects not to pay such excess costs, then Landlord may elect to proceed with repairs using available insurance proceeds or Landlord may elect not to rebuild the improvements within the Premises. If Tenant delivers written notice to Landlord of Tenant’s election to pay such excess costs within such fifteen (15) day time period, the excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord’s commencement of repairs. Within thirty (30) days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such alterations and improvements. In no event shall Landlord be required to spend more for the restoration of the Premises, Building and common areas than the proceeds received by Landlord, whether insurance proceeds or proceeds from Tenant. Except as otherwise provided herein, 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. If Landlord elects not to rebuild the Building, Tenant shall not be required to assign its insurance proceeds to Landlord. 22.4 In the event that Landlord should fail to complete all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits sole remedy terminate this Lease by delivering written notice to Landlord, within fifteen (15) days after the expiration of said period of time, whereupon this 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. (b) 22.5 Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. If the Building is totally destroyed by fire or other -------- casualty or if the Premises or Building is so damaged that rebuilding or repairs cannot be completed within one hundred eighty (a180) Ifdays after the date of such damage, Landlord or Tenant may at any time its option terminate this Lease, in which event the Rent shall be abated during the Term, unexpired portion of this Lease effective from the date of such damage. If the Building or the Premises are damaged or destroyed by a fire fire, tornado or other insured casualtycasualty covered by Tenant's insurance, Landlord shall notify Tenant but only to such extent that rebuilding or repairs can be completed within 30 days after discovery of such damage one hundred eighty (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75180) days after the date of discovery of such damage, or if the damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to should be more serious but neither Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If nor Tenant elects to terminate this Lease, Landlord shall within ninety (90) days after the date of such damage 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 which it was immediately prior to the casualty, except Landlord shall not be relieved required to rebuild, repair or replace any part of the furniture, equipment, fixtures and other improvements which may have been placed by Tenant in the Premises. There shall be a fair diminution of Base Rent and Additional Rent during the time the Premises are unfit for occupancy until the Premises are substantially completed and restored by Landlord to substantially the same condition they were in as of the Commencement Date. In the event of restoration by Landlord, (i) Landlord shall advise Tenant in writing of its good faith estimate of the time necessary to ensure the restoration; and (ii) all restoration by Landlord shall be commenced and completed utilizing diligent efforts. Landlord shall use its best efforts to prepare the necessary plans and specifications and apply for the issuance of a building permit as soon as possible following destruction. If any mortgagee under a deed to secure debt, security agreement or mortgage requires the insurance proceeds be applied against the mortgage debt, Landlord shall have no obligation to make repairs or restoration, rebuild and this Lease shall terminate as of the date of discovery of such damage or destruction. upon notice to Tenant; however, Landlord shall retain any Rent paid and the right to any Rent payable by notify Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than within thirty (30) days following Tenant's receipt after any such mortgagee gives a notice to Landlord of such election to apply such proceeds against the mortgage debt, of the Restoration Noticefact that such mortgagee has done so. If this Lease is terminated Except as hereinafter provided, any insurance which may be carried by Landlord pursuant or Tenant against loss or damage to Section 5.1(a) the Building or by Tenant pursuant to this Section 5.1(b), (a) the Term Premises shall expire upon be for the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as sole benefit of the date Tenant vacates the Premises, party carrying such insurance and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenantunder its sole control. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (aA) If, at any time during the Term, A "Total Loss" shall be deemed to have occurred if (i) the Building or the Premises are is so damaged or destroyed by a fire or other insured casualtycasualty that the estimated cost to repair same amounts to fifty percent (50%) or more of the total estimated construction cost of the entire Building; (ii) the Building is so damaged by fire or other casualty that Landlord, in its reasonable discretion, decides to demolish and not to immediately rebuild same; (iii) the Premises or Building is materially damaged by fire or other casualty during the last 12 months of the Term hereof; or (iv) sufficient insurance proceeds are unavailable to allow restoration of the Building. Any other casualty loss not amounting to a Total Loss shall be deemed a "Partial Loss". (B) In the event of a Total Loss, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Tenant within one hundred twenty (120) days after the date of such fire or other casualty. Rent shall be apportioned on a per diem basis and paid to the date of such fire or other casualty. Alternatively, if ▇▇▇▇▇▇▇▇ decides to rebuild and restore the Property following a Total Loss, this Lease shall not terminate and Landlord delivered within shall repair and restore the Premises (exclusive of any alterations, additions, or improvements made by or at the request of Tenant) at Landlord's expense and with due diligence, subject, however, to (i) reasonable delays for insurance adjustments and (ii) delays caused by forces beyond Landlord's control. Rent shall ▇▇▇▇▇ on a per diem basis from the date of such casualty and through the period of construction and repair. Tenant shall permit Landlord and its contractors to have free access to the Premises to perform such work. Notwithstanding anything to the contrary in this Article 22, if at least five (5) years remain in the Term as of the date of the casualty event (notwithstanding the time periods set forth in the first sentence of Section 3(C) above, following any such casualty Tenant shall have the right to exercise any remaining option to extend the Term in order to cause such remaining portion of the Term to exceed five (5) years), Landlord shall not have the right to terminate this Lease if (1) sufficient insurance proceeds are available to restore such damage, or (2) Tenant agrees to pay the cost to repair the uninsured portion of such damage, to the extent such uninsured portion exceeds five percent (5%) of the replacement cost value of the Building. (C) In the event of a Partial Loss, provided Landlord does not terminate this Lease under Section 22(B) as a result of its inability to recover sufficient insurance proceeds, Landlord shall be required to proceed with all due diligence to repair and restore the Premises (exclusive of any alterations, additions, or improvements made by or at the request of Tenant), subject, however, to (i) reasonable delays for insurance adjustments and (ii) delays caused by forces beyond Landlord's control. Rent shall ▇▇▇▇▇ on a per diem basis from the date of such casualty in proportion to the extent to which ▇▇▇▇▇▇’s use of the Premises is diminished during the period while repairs are in progress. Tenant shall permit Landlord and its contractors to have free access to the Premises to perform such work. (D) If the Premises are damaged by any peril and Landlord does not terminate this Lease, then Tenant shall have the option to notify Landlord of its intent to terminate the Lease (“Intent to Terminate Notice”) if on such date that is three hundred thirty (330) days following the issuance of permits to allow restoration, the restoration of the Premises to the condition immediately prior to the casualty event is not complete. Landlord shall be deemed to have obtained all required permits no later than one hundred eighty (180) days following the event of casualty. Upon receipt of the Intent to Terminate Notice, Landlord shall have until the date that is forty-five (45) days of following receipt of a notice from Landlord estimating a Restoration Period for the Intent to Terminate Notice to cause the Premises longer than to be substantially complete, thereby allowing Tenant to return to operations in the Maximum Restoration PeriodPremises. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part If restoration of the Premises as is substantially complete on or before such date that is forty-five (45) days following receipt of the date of this Lease)Intent to Terminate Notice, as needed Tenant shall no longer have a right to obtain any license, clearance or other authorization of any kind required terminate the Lease and the Intent to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or Terminate Notice shall be deemed rescinded. If restoration of the Premises is not substantially complete as after such date that is forty-five (45) days following receipt of the end Intent to Terminate Notice, Tenant may terminate the Lease upon delivery of written notice of termination to Landlord. If restoration is delayed due to (i) issuance of permits needed for restoration solely to all allow for Tenant’s Permitted Use (as opposed to commercial uses, generally); (ii) environmental contamination at the Property resulting from ▇▇▇▇▇▇’s Use of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may Premises; (iii) fire caused by written notice to Landlord delivered within five Tenant; or (5iv) business days damage caused by Tenant’s violation of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord the timeframes for restoration described in this Section 22 (D) shall be relieved extended one day for each day of its such delay. (E) Notwithstanding any other provision of this Lease, following any event of casualty pursuant to which Landlord undertakes restoration of the Building and/or Premises, Landlord’s only obligation for restoration of Tenant’s Outside Area shall be an obligation to make repairs or restoration, and this Lease shall terminate return Tenant’s Outside Area to its condition as of the date of discovery initial delivery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant shall have the right to terminate this Lease by giving notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt possession of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord ’s Outside Area to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable area of the Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the Premises.

Casualty. (a) If, at any time during 22.1. In the Term, event the Premises or the Building or the Premises are damaged or destroyed by a fire or other insured casualtycause and in Landlord’s reasonable estimation such damage can be materially restored within one hundred eighty (180) days, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to forthwith repair the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into same and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to 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 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 all such repairs and material restoration within sixty (60) days after the date estimated by Landlord therefor as soon extended by this Section 22.4, Tenant may at its option and as reasonably practicableits 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. (b) 22.5. Notwithstanding anything to the contrary contained in Section 5.1(a)this Article: (a) Landlord shall not have any obligation whatsoever to repair, (i) if there is Material Damage (as hereinafter defined) and reconstruct, or restore the date set forth in Premises when the Restoration Notice is more than damages resulting from any casualty covered by the provisions of this Article 22 occur during the last twelve (12) months from of the date 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 such damage, then the Premises untenantable Tenant shall have the right to terminate this Lease by giving notice to Landlord within fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following Tenant's after receipt of Landlord’s notice; and (b) in the Restoration Notice. If 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 is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after delivering written notice of termination to Tenant within fifteen (15) days after such requirement is given or made by any such holder, whereupon this Lease shall end on the date of such later damage as if the date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability of such damage were the date originally fixed in this Lease for Rent shall cease proportionately as the expiration of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to TenantTerm. (c) For purposes 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 V22, it shall be Tenant’s responsibility to properly secure the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more Premises and upon notice from Landlord to remove forthwith, at its sole cost and expense, such portion of all of the rentable area property belonging to Tenant or its licensees from such portion or all of the Building or Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the Premises is damaged and as a result thereof, Tenant is denied reasonable use or access to a material portion of the PremisesLandlord shall request.

Casualty. (a) If, at any time during In the Term, event the Building or the Leased Premises are damaged or destroyed in whole or in part by a fire or other insured casualtycasualty during the term hereof, Landlord shall notify Tenant within 30 days after discovery Sub-Lessee agrees Owner shall, to extent of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to insurance proceeds repair and restore the Premisessame to tenantable condition and the rent herein provided for shall ▇▇▇▇▇ entirely in case the entire Leased Premises are untenantable and prorated for the portion rendered untenantable, in the event of partial untenantability, until such time as applicable (the "Restoration Period")Leased Premises are restored to tenantable condition. If the Restoration Period is estimated Leased Premises cannot be restored to exceed fifteen tenantable condition within a period of one hundred eighty (15180) months (the "Maximum Restoration Period")days, Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. (b) Notwithstanding anything to the contrary contained in Section 5.1(a), (i) if there is Material Damage (as hereinafter defined) and the date set forth in the Restoration Notice is more than twelve (12) months from the date of such damage, then Tenant Lessor shall have the right to terminate this Sub-Lease by giving upon written notice to Landlord (a "TENANT TERMINATION NOTICE"), not later than thirty (30) days following Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant to Section 5.1(a) or by Tenant pursuant to this Section 5.1(b), (a) the Term shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously Sub-Lessee and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately as of the date Tenant vacates the Premises, and (c) any prepaid Rent rent paid in advance for any period after the date Tenant's liability for Rent has ceased of such damage and destruction shall be refunded by Landlord to Tenant. (c) For purposes Sub-Lessee. If the Leased Premises are damaged due to fire or other casualty, Sub-Lessee shall at its own cost and expense remove such of this Article V, its furniture and other belongings from the term "MATERIAL DAMAGE" Leased Premises as Lessor shall mean either (i) fifteen percent (15%) or more require in order to repair and restore the Leased Premises. Sub-Lessee agrees Owner shall be the sole judge as to the extent of the rentable area untenantability of the Leased Premises is damaged and thereby rendered untenantable or not reasonably usable by Tenant for its then current Permitted Use, or (ii) a portion of the time required for the repair and rebuilding of the same. In the event the building in which the Leased Premises are located is damaged and as a result destroyed to the extent of more than one-half of the then value thereof, Tenant is denied reasonable use or access Lessor and/or Owner shall have the right to a material portion terminate this Sub-Lease upon written notice to Sub-Lessee, in which event any rent paid in advance for any period after the date of the Premisessuch destruction shall be refunded to Sub-Lessee.

Casualty. (a) If, at any time during the Term, the Building or A. If the Premises are shall be damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to the amount of time Landlord reasonably estimates it will take to restore the Premises, as applicable (the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) months (the "Maximum Restoration Period"), Landlord may, in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within forty-five (45) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to terminate this Lease. If Tenant elects to terminate this Lease, Landlord shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effectnotify Landlord, and Landlord shall complete all repairs and restoration as soon as reasonably practicable. repair the damaged portions of the Premises (b) Notwithstanding anything but not any of the Tenant's property therein or improvements or alterations made by the Tenant unless the same are insured under the policy referred to the contrary contained in Section 5.1(a9.D above), (i) if there is Material Damage (as hereinafter defined) and except that if, in Landlord's reasonable judgment, the date set forth in the Restoration Notice is damage would require more than twelve sixty days work to repair, or if the insurance proceeds (12excluding rent insurance) months from which Landlord anticipates receiving must be applied to repay any mortgages encumbering the date Building or are otherwise inadequate to pay the cost of such damagerepair, then Tenant the Landlord shall have the right to terminate this Lease by giving so notifying Tenant, which notice to Landlord shall specify a termination date not less than fifteen (a "TENANT TERMINATION NOTICE"), not later than thirty (3015) days following after its transmission. If Landlord is so required to repair, the work shall be commenced promptly and completed with due diligence. B. During the period when Tenant shall be deprived of possession of the Premises by reason of such damage, Tenant's receipt of the Restoration Notice. If this Lease is terminated by Landlord pursuant obligation to pay Base Rent under Section 5.1(a) or by Tenant pursuant to this 5 and Operating Expense Allowance under Section 5.1(b), (a) the Term 6 shall expire upon the thirtieth (30th) day after notice of termination is given or on such later date as Tenant reasonably requires so long as Tenant is continuously and diligently using good faith commercially reasonable efforts to relocate, (b) Tenant's liability for Rent shall cease proportionately ▇▇▇▇▇ as of the date Tenant vacates the Premises, and (c) any prepaid Rent for any period after the date Tenant's liability for Rent has ceased shall be refunded by Landlord to Tenant. (c) For purposes of this Article V, the term "MATERIAL DAMAGE" shall mean either (i) fifteen percent (15%) or more of the rentable casualty in the proportion which the damaged area of the Premises is bears to the entire Premises (except if the damaged and thereby rendered untenantable area renders the entire Premises unusable or not reasonably usable by Tenant fit for its then current Permitted Useintended use). C. If Landlord does not restore the Premises or the affected portion to tenantability within one hundred eighty (180) days after such casualty (provided that the nature of the damage is such that it reasonably could be repaired within one hundred eighty (180) days after commencement of work), or so commences restoration and pursues the same with due diligence if restoration cannot be completed within such one hundred eighty (ii180) a portion of the Premises is damaged and as a result thereofdays, Tenant is denied may then terminate this Lease, retroactive to the date of casualty; provided, however, such one hundred eighty (180) day period shall be extended by causes delaying the work of restoration which are beyond Landlord's reasonable use or access control, not to a material portion of the Premisesexceed an additional sixty (60) days.