Common use of Damage by Fire or Other Casualty Clause in Contracts

Damage by Fire or Other Casualty. Subject to the other provisions of this Section, in the event the Premises is damaged by fire or other perils, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for business.

Damage by Fire or Other Casualty. Subject to the other provisions Tenant shall promptly notify Landlord of this Section, in the event any damage or destruction of any portion of the Premises is damaged by fire and diligently repair or other perils, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair reconstruct the Premises to a state ready like or better condition than existed prior to such damage or destruction in accordance with Section 8.4. Any net insurance proceeds payable with respect to the casualty shall be paid directly to Landlord and, if an Event of Default has not occurred hereunder, used for restoration by the repair or reconstruction of the Premises pursuant to Landlord’s disbursement requirements. If such proceeds are insufficient, Tenant of shall provide the required additional funds; if they are more than sufficient, the surplus shall belong and be paid to Tenant’s improvements. Notwithstanding the foregoingExcept as otherwise specifically set forth in this Section 17, Landlord Tenant shall not have any obligation whatsoever right under this Lease, and hereby waives all rights under applicable law, to repairxxxxx, reconstruct reduce or restore offset rent by reason of any damage or destruction of any portion of the Premises by reason of an insured or uninsured casualty. In the Landlord event any such damage or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section destruction occurs during the last nine six (96) months of the term of this Lease; (b) the Premises are damaged Initial Term or applicable Renewal Term, to the extent of thirty fifty percent (30%) or more thereof; (c) thirty percent (3050%) or more of the Building is damaged; (d) replacement value of the insurance available Facility, Tenant may, at Tenant’s option to be evidenced by notice in writing given to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of within thirty (30) days after the date occurrence of such damage or destruction, elect to pay to Landlord delivers any available insurance proceeds, including, without limitation, business interruption insurance proceeds described in Section 5.7, in which event this Lease shall terminate; provided, however, that if the Premises available insurance proceeds are insufficient to cover the cost of the repair or reconstruction of the Facility, Tenant for restoration of Tenant’s improvements shall remain obligated to pay the additional cost to repair or reconstruct the date Tenant re-opens for businessFacility.

Damage by Fire or Other Casualty. Subject to the other provisions of this Section, in the event a) If the Premises or Building is damaged or destroyed by fire or other perilscasualty, Tenant shall promptly notify Landlord whereupon Landlord shall, subject to the consent of Landlord's present or future mortgagee and to the conditions set forth in this Lease shall remain in full force Section 15, repair, rebuild or replace such damage and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair restore the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding substantially the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore same condition as the Premises the Landlord were in immediately prior to such damage or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damagedestruction; provided, however, that Landlord shall only be obligated to restore such damage or destruction to the extent of the proceeds of fire and other extended coverage insurance policies. Notwithstanding anything to the contrary contained in this Lease, if the Premises is damaged or destroyed by fire or any casualty which cannot, despite diligent, good faith efforts be repaired or restored within one hundred eighty (180) days following the date on which such damage is due to the acts or omissions of occurs, then Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence Landlord may elect to terminate this Lease effective as of the date of such damage and shall terminate on the earlier to occur of or destruction. Within thirty (30) days after the date of such damage, the parties shall determine how long the repair and restoration will take. After that determination has been made, if the determination is that the restoration will take more than one hundred eighty (180) days to complete, Tenant and Landlord shall have a period of thirty (30) days to terminate this Lease by giving written notice to the other. If neither party elects to terminate this Lease as provided herein, then Landlord shall, subject to the provisions of this Section, promptly commence and diligently pursue to completion the repair of such damage so that the Premises are restored to a condition of similar quality, character and utility for Tenant's purposes. If the Premises are not substantially repaired and restored within two hundred and forty (240) days of the date of the damage, Tenant may cancel this Lease at any time before Landlord substantially completes the repairs and delivers the restored Premises to Tenant. If Tenant for restoration does not so terminate, Landlord shall continue to restore the Premises. In the event of Tenant’s improvements or termination, Landlord shall return any prepaid Fixed Basic Rent, Additional Rent and any other prepaid amounts to Tenant within thirty (30) days from the date of termination of this Lease. If any damage or destruction occurs to the Premises during the last year of the Term and the cost to repair the damage exceeds Five Hundred Thousand Dollars ($500,000.00) either Landlord or Tenant re-opens for businessmay terminate this Lease upon giving the other party thirty (30) days written notice; provided, however, that if Landlord notifies Tenant that it wishes to terminate this Lease, then Tenant may, if it has not already done so, exercise its right to extend the term of the Lease under Rider A, whereupon Landlord's election to terminate shall be null and void. If Landlord is required to repair or restore the Premises under any provision of this Article and Tenant's use of the Premises is affected, then until Landlord completes such repair or restoration, Fixed Basic Rent, Additional Rent and all other charges payable by Tenant hereunder shall xxxxx in their entirety, unless Tenant remains in possession of the Premises, in which event such rent and other charges shall xxxxx based on the portion of the Premises which is not being used by Tenant.

Damage by Fire or Other Casualty. Subject If the Premises or Common Areas shall be damaged or destroyed by fire or other casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions set forth in this Section, shall repair such damage and restore the Premises or Common Areas to substantially the same condition in which they were immediately prior to such damage or destruction, but not including the repair, restoration or replacement of the fixtures, equipment, or Alterations installed by or on behalf of Tenant. Landlord shall notify Tenant, within 30 days after the date of the casualty, if Landlord anticipates that the restoration will take more than 160 days from the date of the casualty to complete; in such event, either Landlord or Tenant (unless the damage was caused by Tenant) may terminate this Lease effective as of the date of casualty by giving notice to the other within 10 days after Landlord’s notice. If a casualty occurs during the last 12 months of the Term, Landlord may terminate this Lease unless Tenant has the right to extend the Term for at least 3 more years and does so within 30 days after the date of the casualty. Moreover, Landlord may terminate this Lease if the loss is not covered by the insurance required to be maintained by Landlord under this Lease. Tenant will receive an abatement of Minimum Annual Rent and Annual Operating Expenses to the extent the Premises are rendered untenantable as a result of the casualty. Landlord shall use reasonable efforts to perform such repairs so as to minimize the interference with Tenant’s use and occupancy of the Premises. Notwithstanding anything to the contrary contained in this Lease, if Landlord shall fail, either to complete the restoration and repair of the Premises, or to restore the same to their condition immediately prior to the fire or other casualty, within 160 days from the date of occurrence of the fire or casualty, then, in either such event, Tenant may terminate this lease by 10 days’ prior written notice to Landlord given no later than 30 days after the expiration of the aforesaid 160-day period, and prior to completion of the restoration and repair of the Premises. In the event of a termination of this Lease in accordance with the provisions of this Section, in the event the Premises is damaged by fire or other perils, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises refund to a state ready Tenant any Rent paid for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged time subsequent to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the effective date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businesstermination.

Damage by Fire or Other Casualty. Subject to If the other provisions of this Section, in the event the Leased Premises is shall be damaged by fire or other perilscasualty resulting from any fault, this Lease negligence, or willful act of tenant, its agents, employees or invitees, such damage shall remain in full force be repaired by and effectat the expense of Tenant under the direction and supervision of Landlord and rent shall continue without abatement. If Landlord does not terminate this Leasein the last year of a Term or any Extension, then Landlord shall forthwith repair if applicable, improvements on the Leased Premises should be so badly damaged by fire or other casualty as to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding make the foregoingLeased Premises untenantable, Landlord shall not have any obligation whatsoever to repairthen, reconstruct or restore the Premises the Landlord or Tenant may shall have the option to terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged by written notice delivered to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of other party within thirty (30) days following the event of such damage or destruction, in which event neither party hereto shall thereafter have any further future obligations hereunder. In any other event, unless mutually agreed to the contrary, this Lease shall continue in force and effect, in which event Landlord shall promptly and diligently repair and restore the damaged or destroyed portions of the Leased Premises to substantially the same condition existing prior to such damage or destruction. Should Landlord fail to substantially complete repair or rebuilding of such improvements within 180 days of such damage, Tenant shall have the right to terminate this Lease by notice to Landlord within 30 days after such 180 days period. For the period beginning on the date Landlord delivers that the Leased Premises were rendered untenantable to the date of restoration of the Leased Premises to Tenant for restoration of Tenant’s improvements or substantially the date Tenant re-opens for businesssame condition existing prior to such damage, the Monthly Rent payable hereunder shall be proportionately abated.

Damage by Fire or Other Casualty. Subject If the Premises shall be damaged or destroyed by fire or other casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions hereafter set forth in this Paragraph 17, shall repair, rebuild or replace such damage and restore the Premises substantially the same condition in which they were immediately prior to such damage or destruction. 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. The time for commencement and completion of restoration shall be extended for a period equal to any time lost by Landlord because of causes beyond Landlord's reasonable control (which shall not include any time required to settle with insurers). The net amount of any insurance proceeds (excluding rent insurance proceeds) recovered (or which would have been recoverable had Landlord maintained an all risk policy in the amount of the full insurable value of Building B) by reason of the damage or destruction of the Premises in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess amount being hereinafter called the "net insurance proceeds") shall be applied towards the reasonable cost of restoration. Landlord shall not be responsible for the repair, restoration, or replacement of the fixtures, improvements, alterations, furniture or any other provisions of this Sectionproperty owned, installed or made by Tenant including without limitation any property required by Tenant under Paragraph 3(b). Notwithstanding anything contained herein to the contrary, in the event of any damage or destruction to the Premises Premises, (a) if the damage or destruction is damaged by fire or other perilsto the office and warehouse area only, this Lease shall remain continue and Landlord shall be responsible for providing Tenant with substitute space of equal utility and value in full force Building A or Building C, if available, or in a nearby facility, until the Premises are repaired, and effect. If (b) in the event that the cleanroom is damaged (i) Landlord may elect to provide substitute cleanroom space in Building A with adjacent warehouse and office space, all equal at value and utility to the Premises, in which case this Lease shall be amended to reflect the permanent substitution of such new space for the Premises or (ii) if Landlord does not terminate this Leaseor cannot so elect to provide such substitute space, then Landlord Tenant shall forthwith repair have the Premises right to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) in the event that the cleanroom is not repaired within the longer of 90 days from the date of damage resulting from any casualty covered under or the date on which Tenant has available to it sufficient process equipment so that it could, but for the unavailability of the cleanroom, commence commercial production. In the event that this Section occurs Lease is not terminated as a result of such damage or destruction, and provided further that such damage or destruction was not a result of Tenant's negligence, all rent payable hereunder shall be equitably abated during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to repair period based upon the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) Premises which are not useable and the insurance available to Landlord is not sufficient to cover the cost relative value of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessspace.

Damage by Fire or Other Casualty. Subject In the event of any damage caused to the leased premises by fire or other provisions casualty, if capable of this Sectionaccomplishment, Tenant shall give immediate written notice to Lessor, or if not capable of accomplishment, as soon thereafter as is reasonable under the circumstances. If Tenant does not so notify Lessor, Tenant shall be liable for all consequential damages directly or indirectly resulting from its failure to so notify Lessor, in addition to every other right and remedy which Lessor may have pursuant to this Lease, at law or in equity. In the event the Premises is leased premises shall be damaged by fire or other perilscasualty to the extent of fifty percent (50%) or less of the cost of replacement of the leased premises, this Lease and such damage is covered by Lessor's insurance, and can be repaired within one hundred eighty (180) days after the date of the happening of the event causing the damage, Lessor shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) cause the damage resulting from any casualty covered under this Section to be repaired, at its expense; provided, however, in the event such damage occurs during the last nine two (92) months years of the term of this Lease; (b) , Lessor shall have no obligation to cause the Premises are damage to be repaired. In the event the leased premises shall be damaged by fire or other casualty, and such fire or other casualty shall not be covered by Lessor's insurance, or the leased premises shall be damaged to the extent of thirty more than fifty percent (3050%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion replacement of the Premises that is rendered untenantable by such damage; providedleased premises, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is cannot covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of repaired within one hundred eighty (180) days after the date of the happening of the event causing the damage but can be repaired within two hundred seventy (270) days after the date of the happening of the event causing the damage, then in any of such damage events, Lessor may elect either to repair or rebuild the leased premises or to cancel this Lease, either of such elections to be made by the giving of written notice to such effect by Lessor to Tenant within sixty (60) days after the date of the happening of the event causing the damage. In the event Lessor gives Tenant written notice of its intention to repair or rebuild, then this Lease shall remain in force and shall terminate on effect. In the earlier event Lessor does not give Tenant written notice of its intention to occur repair or rebuild or cancel this Lease within said sixty (60) days, this Lease may be cancelled at the option of either Lessor or Tenant by written notice by either party to the other within thirty (30) days after the expiration of Lessor's sixty (60) days' notice period. Cancellation, if appropriately elected, shall be effective as of the date Landlord delivers when the Premises damage occurred. In the event fifty percent (50%) or more of the building(s) constituting the Center of which the leased premises are a part shall be damaged by fire or other casualty, regardless of whether or not the leased premises are affected, and such fire or other casualty shall not be covered by Lessor's insurance, or such damage cannot be repaired within one hundred eighty (180) days after the date of the happening of the event causing the damage, then in any of such events, Lessor may elect either to repair or rebuild said building or to cancel this Lease, either of such elections to be made by the giving of written notice to such effect by Lessor to Tenant within ninety (90) days after the date of the happening of the event causing the damage. In the event Lessor shall give written notice to Tenant of its election either to repair or rebuild, then this Lease shall remain in force and effect. In the event Lessor does not give written notice to Tenant of its election either to repair or to rebuild or to terminate this Lease within said ninety (90) days, this Lease may be cancelled at the option of either Lessor or Tenant by written notice by either party to the other within thirty (30) days after the expiration of Lessor's ninety (90) days' notice period. Cancellation, if appropriately elected, shall be effective as of the date when the damage occurred. As promptly as is practicable after such fire or other casualty and during any period of repair or reconstruction of the leased premises, Tenant shall continue the operation of its business within the leased premises to the extent practicable. If the fire or other casualty, repairing or rebuilding shall render the leased premises untenantable, in whole or in part, a proportionate abatement of the rent shall be allowed from the date of the happening of the event causing the damage until the date Lessor completes the repairs or rebuilding, or, in the event of cancellation, until the effective date of such cancellation, said proportionate abatement to be computed on the basis of the relation which the square foot area of the space in the leased premises rendered untenantable bears to the total square foot area of the leased premises. Nothing in this paragraph shall be construed to permit the abatement, in whole or in part, or the other charges provided for in this Lease. In the event Lessor is obligated, or exercises its election to repair, restore or replace the improvements, it shall proceed with due diligence, and at its sole cost and expense, to make such repairs, restoration or replacement in such manner as to approximate original condition, reasonable wear and tear excepted, excluding therefrom improvements or betterments to the lease premises constructed or installed by Tenant or at Tenant's direction. In determining "due diligence," consideration shall be given to fire and other casualties, governmental restrictions and regulations, strikes, lock-outs, construction delays beyond the control of Lessor, and acts of God. In no event shall Lessor be required to repair, restore or replace the items hereinafter set forth to be repaired, restored, or replaced by Tenant. In the event Lessor is required or elects to repair, restore, or replace the improvements, Tenant shall proceed with due diligence, at Tenant's sole cost and expense, to repair, restore or replace improvements or betterments to the leased premises constructed or installed by Tenant or at Tenant's direction, its stock-in-trade, fixtures, furniture, furnishings, equipment, other personal property and signs. Lessor shall not be responsible for, nor liable to, Tenant for any damages whatsoever caused by any damage or destruction to the leased premises, nor for any delay in repairing, restoring or replacing, nor for inability to repair, restore, or replace, nor for any other cause whatsoever beyond Lessor's control. All property of Tenant and all property kept, stored or maintained in or upon the leased premises, adjacent sidewalks, loading areas or other common areas shall be at the sole risk of Tenant’s improvements or the date Tenant re-opens for business.

Damage by Fire or Other Casualty. Subject Tenant shall immediately notify -------------------------------- Landlord of any damage or destruction to the other provisions of this Section, in Premises. In the event that (A) by reason of any damage or destruction, the Premises is damaged by fire or other perilsare rendered wholly untenantable, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (bB) the Premises are damaged as a result of a casualty, event, or risk which is not adequately covered by Landlord's fire insurance, (C) the Premises are damaged in whole or in part during the last twelve (12) months of the Lease Term or any extension or renewal thereof, (D) the building of which the Premises are a part (whether the Premises are damaged or not) or the buildings which then comprise the Development should be damaged to the extent of that the Restoration Cost equals or exceeds thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost monetary value of such repairbuilding, reconstruction or restoration; at the time of such damage, or (eE) any buildings or Common Areas are damaged, whether or not the holder Premises are damaged, to such an extent that the Development cannot, in the sole judgment of Landlord, be profitably operated as an integral unit, then, in any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant events, Landlord may elect either to (i) repair the damage to the Premises (provided that Landlord's obligations to so repair shall not exceed in scope or expense the work done by Landlord with respect to the Premises prior to the Commencement Date), whereupon the Minimum Rent shall be entitled abated proportionately as to an abatement in Base Rent in proportion to the that portion of the Premises that is rendered untenantable during the period of such repair and restoration, or (ii) terminate this Lease by notice of termination delivered to Tenant at any time after the occurrence of such damage; provided, however, if whereupon this Lease shall expire upon the damage is due to the acts or omissions of Tenant or its employeesdate set forth in such notice, and Tenant shall vacate and surrender the same is not covered by Premises to Landlord on such date. Landlord shall give notice to Tenant of such election within sixty (60) days after the occurrence of such damage or destruction. In the event that Landlord does repair any damage as provided hereunder, any abatement of rent loss insurance carried by Landlordshall end when the Premises have been substantially repaired. In the event of abatement of Minimum Rent as expressly provided in this Paragraph 8.4, there shall be no abatement of rentadditional rent or any other sums payable by Tenant under this Lease. Such In the event that the damage or destruction is caused by any act, omission or negligence of Tenant or any Invitees of Tenant, there shall be no abatement of Minimum Rent. Notwithstanding anything contained in this Paragraph 8.4 to the contrary, in the event that the Restoration Cost exceeds the aggregate sum of Minimum Rent for the Lease Year in which the damage or destruction occurs, Landlord shall commence as be entitled to terminate this Lease rather than perform such repairs and restoration, by giving notice of the date termination to Tenant, which notice must be given within twenty (20) days after Landlord (x) becomes aware of such damage or destruction, and (y) ascertains the approximate or exact Restoration Cost. Nothing contained in Paragraph 8.1 or in this Paragraph 8.4, or any other provision in this Lease, shall terminate on the earlier be deemed to occur obligate Landlord to obtain or maintain any insurance of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessany nature.

Damage by Fire or Other Casualty. Subject to After the other provisions of this SectionDelivery Date, in the event if the Premises is or any part thereof shall be damaged or destroyed by fire or other perilscasualty, Tenant shall promptly notify Landlord, and Tenant, provided the City as subtenant has remained or agreed to remain or retake occupancy upon completion of repair and restoration, subject to the conditions set forth in this Lease Section and changes in Laws, shall remain in full force repair such damage and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair restore the Premises to a state ready for restoration substantially the same condition in which they were immediately prior to such damage or destruction with such modifications as may be desired by Tenant, whether or not (i) Tenant failed to maintain the required insurance, (ii) the loss is not covered by the insurance required to be maintained by Tenant under this Master Lease or (iii) the proceeds of Tenant’s improvementsany such policies are insufficient to fully repair or restore such damage. Notwithstanding the foregoing, Landlord Tenant shall not have receive or be entitled to any obligation whatsoever to repairabatement of Rent, reconstruct or restore even if the Premises are rendered untenantable as a result of the Landlord or casualty. If a material casualty occurs during the last twelve (12) months of the Renewal Term only, and City as Subtenant has agreed to terminate its Sublease, Tenant may terminate this Master Lease when (a) the damage resulting from so long as it provides Landlord with funds sufficient to satisfy in full any casualty covered outstanding principal balance and all interest, fees and charges due under this Section occurs during the last nine (9) months of the term of this Lease; (b) any bonds or any mortgage loan encumbering the Premises are damaged (the “Make Whole Payment”) prior to any effective termination date. Landlord will require Design Builder to repair and replace any damage to the extent of thirty percent (30%) Premises by fire or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion other casualty prior to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessDelivery Date.

Damage by Fire or Other Casualty. Subject In the event of any damage caused to the leased premises by fire or other provisions casualty, if capable of this Sectionaccomplishment, Tenant shall give immediate written notice to Lessor, or if not capable of accomplishment, as soon thereafter as is reasonable under the circumstances. If Tenant does not so notify Lessor, Tenant shall be liable for all consequential damages directly or indirectly resulting from its failure to so notify Lessor, in addition to every other right and remedy which Lessor may have pursuant to this Lease, at law or in equity. In the event the Premises is leased premises shall be damaged by fire or other perilscasualty to the extent of fifty percent (50%) or less of the cost of replacement of the leased premises, this Lease and such damage is covered by Lessor's insurance, and can be repaired within one hundred eighty (180) days after the date of the happening of the event causing the damage, Lessor shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) cause the damage resulting from any casualty covered under this Section to be repaired, at its expense; provided, however, in the event such damage occurs during the last nine two (92) months years of the term of this Lease; (b) , Lessor shall have no obligation to cause the Premises are damage to be repaired. In the event the leased premises shall be damaged by fire or other casualty, and such fire or other casualty shall not be covered by Lessor's insurance, or the leased premises shall be damaged to the extent of thirty more than fifty percent (3050%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion replacement of the Premises that is rendered untenantable by such damage; providedleased premises, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is cannot covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of repaired within one hundred eighty (180) days after the date of the happening of he event causing the damage but can be repaired within two hundred seventy (270) days after the date of the happening of the event causing the damage, then in any of such damage events, Lessor may elect either to repair or rebuild the leased premises or to cancel this Lease, either of such elections to be made by the giving of written notice to such effect by Lessor to Tenant within sixty (60) days after the date of the happening of the event causing the damage. In the event Lessor gives Tenant written notice of its intention to repair or rebuild, then this Lease shall remain in force and shall terminate on effect. In the earlier event Lessor does not give Tenant written notice of its intention to occur repair or rebuild or cancel this Lease within said sixty (60) days, this Lease may be canceled at the option of either Lessor or Tenant by written notice by either party to the other within thirty (30) days after the expiration of Lessor's sixty (60) days' notice period. Cancellation, if appropriately elected, shall be effective as of the date Landlord delivers when the Premises damage occurred. In the event fifty percent (50%) or more of the building(s) constituting the Center of which the leased premises are a part shall be damaged by fire or other casualty, regardless of whether or not the leased premises are affected, and such fire or other damage cannot be repaired within one hundred eighty (180) days after the date of the happening of the event causing the damage, then in any of such events, Lessor may elect either to repair or rebuild said building or to cancel this Lease, either of such elections to be made by the giving of written notice to such effect by Lessor to Tenant within ninety (90) days after the date of the happening of the event causing the damage. In the event Lessor shall give written notice to Tenant of its election either to repair or rebuild, then this Lease shall remain in force and effect. In the event Lessor does not give written notice to Tenant of its election either to repair or to rebuild or to terminate this Lease within said ninety (90) days, this Lease may be canceled at the option of either Lessor or Tenant by written notice by either party to the other within thirty (30) days after the expiration of Lessor's ninety (90) days' notice period. Cancellation, if appropriately elected, shall be effective as of the date when the damage occurred. As promptly as is practicable after such fire or other casualty and during any period of repair or reconstruction of the leased premises, Tenant shall continue the operation of its business within the leased premises to the extent practicable. If the fire or other casualty, repairing or rebuilding shall render the leased premises untenantable, in whole or in part, a proportionate abatement of the rent shall be allowed from the date of the happening of the event causing the damage until the date Lessor completes the repairs or rebuilding, or, in the event of cancellation, until the effective date of such cancellation, said proportionate abatement to be computed on the basis of the relation which the square foot area of the space in the leased premises is rendered untenantable bears to the total square foot area of the leased premises. Nothing in this paragraph shall be construed to permit the abatement, in whole or in part, of the percentage rent or the other charges provided for in this Lease, but for the purpose of paragraph 11 the computation of percentage rent shall be based upon the revised minimum rent as the same may be abated pursuant to this paragraph. In the event Lessor is obligated, or exercises its election to repair, restore or replace. the improvements, it shall proceed with due diligence, and at its sole cost and expense, to make such repairs, restoration or replacement in such manner as to approximate original condition, reasonable wear and tear excepted, excluding therefrom improvements or betterments to the leased premises constructed or installed by Tenant or at Tenant's direction. In determining "due diligence," consideration shall be given to fire and other casualties, governmental restrictions and regulations, strikes, lock-outs, construction delays beyond the control of Lessor, and acts of God. In no event shall Lessor be required to repair, restore or replace the items hereinafter set forth to be repaired, restored, or replaced by Tenant. In the event Lessor is required or elects to repair, restore, or replace the improvements, Tenant shall proceed with due diligence, at Tenant's sole cost and expense, to repair, restore or replace improvements or betterments to the leased premises constructed or installed by Tenant or at Tenant's direction, its stock-in-trade, fixtures, furniture, furnishings, equipment, other personal property and signs. Lessor shall not be responsible for, nor liable to, Tenant for any damages whatsoever caused by any damage or destruction to the leased premises, nor for any delay in repairing, restoring or replacing, nor for inability to repair, restore, or replace, nor for any other cause whatsoever beyond Lessor's control. All property of Tenant and all property kept, stored or maintained in or upon the leased premises, adjacent sidewalks, loading areas or other common areas shall be at the sole risk of Tenant’s improvements or the date Tenant re-opens for business.

Damage by Fire or Other Casualty. Subject to the other provisions of this Section, in the event If the Premises is or the Building (including machinery and equipment used in its operation) shall be destroyed or damaged by fire or other perilscasualty and if the Premises or Building may be repaired and restored within one hundred twenty (120) days (plus such additional time during which Landlord may be prevented or delayed from completing the repairs for causes beyond its reasonable control and for insurance adjustments) after such damage then Landlord shall have the option by notifying Tenant to: (a) repair and restore the same with reasonable promptness; or (b) elect to demolish the Building, or cease its operation, in which event this Lease shall remain in full force automatically be canceled and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence terminated as of the date of such damage. In the event any such damage not caused by the act or neglect of Tenant, its agents, servants, employees, guests, licensees or invitees renders the Premises untenantable and if this Lease shall not be canceled and terminated by reason on such damage, then rent shall xxxxx during the period beginning with the date of such fire or other casualty and ending with the date when Landlord's work in the Premises is substantially completed, such abatement to be in an amount bearing the same ratio to the total amount of rent for such period as the untenantable portion of the Premises bears to the entire Premises. Landlord's work shall not include the repair, replacement or restoration of Tenant's fixtures or tenant improvements, including, but not limited to, special wall and floor coverings, special lighting fixtures, built-in cabinets and bookshelves. If such damage renders the Premises or the Building untenantable, in whole or in part, and if, in Landlord's judgment, such damage cannot reasonably be repaired and restored within one hundred twenty (120) days (plus such additional time during which Landlord may be prevented from completing the repairs for causes beyond its reasonable control), either party shall have the right to cancel and terminate on this Lease as of the earlier date of such damage, provided, however, that Tenant may not elect to occur terminate this Lease if such damage was caused by the act or neglect of Tenant, its agents, servants, employees, guests, licensees or invitees. Any right to terminate or any other option provided for any party in this Paragraph 12 must be exercised by written notice to the other party served within one hundred thirty (30130) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businesssuch damage shall have occurred.

Damage by Fire or Other Casualty. Subject If the Leased Premises shall be -------------------------------- damaged by fire or other casualty during the term but are not thereby rendered untenable in whole or part, Landlord shall promptly, at its expense, cause such damage to be repaired, and rent shall not be abated. If the other provisions Leased Premises or a substantial portion of this Section, in the event the Premises Building is damaged by fire or other perils, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair casualty during the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoingTerm, Landlord shall not have any obligation whatsoever to repairmay, reconstruct or at its sole option, either (i) restore the Leased Premises with reasonable dispatch to substantially the Landlord same condition they were in prior to such damage, or Tenant may (ii) terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due Leased Premises cannot be restored within thirty (30) days of the loss, Tenant may terminate this Lease. If Landlord elects to restore the Leased Premises, Landlord shall have no liability to restore any improvements as may have been made to the acts Leased Premises, after the date of this Lease, nor to restore any of Tenant's fixtures, decorations, equipment, furniture, or omissions inventory. Landlord's responsibility shall be to return the Leased Premises and Building to at least such condition as existed at the commencement of Tenant this Lease. If the Leased Premises are rendered untenable in whole or its employeesin part as a result of such damage and this Lease is not terminated, the Minimum Rent and Additional Rent payable shall be equitably and proportionately abated (according to loss of use) during the period intervening between the date of such damage and the same is not covered by any date the Leased Premises are restored. If Landlord or Tenant elects to terminate this Lease, all rent loss insurance carried by Landlord, there payable shall be no abatement of rent. Such abatement shall commence abated as of the date of such damage and Tenant shall terminate on remove all of its property from the earlier to occur of Leased Premises within thirty (30) days after of termination, provided Tenant is not in default at the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businesstime.

Damage by Fire or Other Casualty. Subject to 18.1 If the other provisions of this Section, in the event the Demised Premises is shall be damaged by fire or other perilscasualty, not due to the negligence or fault of Tenant, Landlord shall, as soon as practicable after such damage occurs (subject to being able to obtain all necessary permits and approvals, including, without limitation, permits and approvals required from any agency or body administering environmental laws, rules or regulations, and taking into account the time necessary to effectuate a satisfactory settlement with any insurance company) repair such damage at Landlord’s expense and this Lease shall remain in full force not terminate. It is understood and effect. If Landlord does agreed that the Building, whether partially or totally damaged or destroyed, need not terminate this Leasebe restored to the same condition as existed prior to such damage or destruction, then Landlord shall forthwith repair provided the Premises Building is restored to a state ready for restoration by Tenant condition architecturally harmonious and consistent with the Demised Premises and the balance of Tenant’s improvementsthe Building. Notwithstanding the foregoing, Landlord shall not have be required to expend more for any obligation whatsoever to repair, reconstruct rebuilding, reconstruction, restoration, or restore replacement of the Demised Premises and/or the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under Building pursuant to this Section occurs during than the last nine amount of insurance proceeds paid to Landlord in connection therewith (9) months or if Landlord shall be self-insured, the amount of the term of this Lease; (b) the Premises are damaged insurance proceeds which would otherwise have been paid to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of Landlord had not Landlord been so self-insured). If the Building is damaged; (d) the insurance available so substantially damaged that it is reasonably necessary, in Landlord’s judgment, to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and demolish the same is not covered for the purpose of reconstruction, Landlord may demolish the same, in which event Landlord may treat such demolition as if it had been caused by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence the same cause as of that which caused the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessdamage.

Damage by Fire or Other Casualty. Subject Sublessee shall promptly notify Sublessor of any damage or destruction of any portion of the Premises and, subject to Sublessee’s receipt of sufficient insurance proceeds and any funds due from Sublessor as set forth below, diligently repair or reconstruct such portion of the Premises to a like or better condition than existed prior to such damage or destruction. Any net insurance proceeds payable with respect to the other provisions casualty shall be paid directly to Sublessor and, if an Event of Default has not occurred hereunder, shall be HNZW//3583-1 used for the repair or reconstruction of the applicable portion of the Premises. If such proceeds are insufficient, Sublessor shall provide the required additional funds; provided, however, that Sublessee shall contribute an amount equal to the applicable deductible under the property insurance coverage. If the proceeds are more than sufficient, the surplus shall belong and be paid to Sublessee. Sublessee shall not have any right under this SectionSublease, in the event and hereby waives all rights under applicable law, to xxxxx, reduce or offset rent by reason of any damage or destruction of any portion of the Premises by reason of an insured or uninsured casualty. If any of the Facilities is damaged and the damage is so extensive that more than thirty-three percent (33%) of the licensed beds for that Facility is damaged by fire or other perilscasualty and cannot be used in the opinion of Sublessee, this Lease then Sublessee shall remain in full force and effect. If Landlord does not have the right to terminate this Lease, then Landlord shall forthwith repair the Premises Sublease as to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of Facility upon thirty (30) days after written notice to Sublessor. In the date Landlord delivers event of such termination, the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessRent and Additional Rent payable under this Sublease thereafter shall be equitably adjusted.

Damage by Fire or Other Casualty. Subject to If the other provisions of this Section, in the event the Premises is Building shall be damaged or destroyed by fire or other perils, this Lease shall remain in full force and effect. If Landlord does not terminate this Lease, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months of the term of this Lease; (b) the Premises are damaged to the extent of thirty more than eighty percent (3080%) ), then each party shall have the right to terminate this Lease. If this Lease is not terminated, Landlord shall, with all due diligence, repair and reconstruct the Premises and the Building to the condition which existed prior to such damage or more thereof; (c) thirty percent (30%) or more of destruction. If damage to the Building is damaged; less than eighty percent (d80%) Landlord shall rebuild or repair the insurance available Building and any other improvements damaged as a result of the casualty. Landlord shall commence any repairs and replacements promptly, but in no event more than sixty (60) days after the casualty event, and shall diligently pursue such repairs and replacements to completion. If such rebuilding or repairs cannot be completed within 240 days from the date of the casualty as reasonably determined by Landlord's contractor, then Tenant shall have the option to terminate this Lease upon written notice to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or within sixty (e60) the holder days after Tenant's receipt of any deed such determination and Tenant shall have sixty (60) days from the date of trust or mortgage encumbering said notice to vacate the Building does not permit use of such insurance proceeds for reconstructionPremises. Tenant shall be entitled to allowed an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of from the date of such damage or destruction: (i) up until the date Tenant actually vacates the Premises, if the Premises are not repaired and shall terminate on the earlier to occur of reconstructed, or (ii) until thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration and Tenant accepts the Premises as being in the condition as set forth in Exhibit C and C-l, if the Premises are to be repaired and reconstructed under the terms of Tenant’s improvements or the date Tenant re-opens for businessthis Lease.

Damage by Fire or Other Casualty. Subject to 18.1 If the other provisions of this Section, in the event the Demised Premises is shall be damaged by fire or other perilscasualty, not due to the negligence or fault of Tenant, Landlord shall, as soon as practicable after such damage occurs (subject to being able to obtain all necessary permits and approvals, including, without limitation, permits and approvals required from any agency or body administering environmental laws, rules or regulations, and taking into account the time necessary to effectuate a satisfactory settlement with any insurance company) repair such damage at Landlord's expense and this Lease shall remain in full force not terminate. It is understood and effect. If Landlord does agreed that the Building, whether partially or totally damaged or destroyed, need not terminate this Leasebe restored to the same condition as existed prior to such damage or destruction, then Landlord shall forthwith repair provided the Premises Building is restored to a state ready for restoration by Tenant condition architecturally harmonious and consistent with the Demised Premises and the balance of Tenant’s improvementsthe Building. Notwithstanding the foregoing, Landlord shall not have be required to expend more for any obligation whatsoever to repair, reconstruct rebuilding, reconstruction, restoration, or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs during the last nine (9) months replacement of the term Demised Premises and/or the Building pursuant to this Paragraph than the amount of this Lease; insurance proceeds paid to Landlord in connection therewith (b) or if Landlord shall be self-insured, the Premises are damaged amount of insurance proceeds which would otherwise have been paid to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of Landlord had not Landlord been so self-insured). If the Building is damaged; (d) the insurance available so substantially damaged that it is reasonably necessary, in Landlord's judgment, to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and demolish the same is not covered for the purpose of reconstruction, Landlord may demolish the same, in which event Landlord may treat such demolition as if it had been caused by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence the same cause as of that which caused the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessdamage.

Damage by Fire or Other Casualty. Subject Following the date of any damage or destruction and during any period of repair or reconstruction, unless the damage or destruction is caused by any act, omission or negligence of Tenant or any Invitees of Tenant, all Aggregate Rent shall equitably xxxxx from the date of such damage until the date that Tenant is permitted to reoccupy the Premises. Tenant shall immediately notify Landlord of any damage or destruction to the other provisions Premises. In the event that (A) by reason of this Sectionany damage or destruction, in Tenant’s reasonable discretion, the Premises are rendered unusable for the Use of Premises, (B) the Premises are damaged as a result of a casualty or event which is not adequately covered by Landlord’s fire insurance, in an amount more than the aggregate sum of Minimum Rent for the Calendar Year in which the damage or destruction occurs, (C) the Premises is [***], Premier Exhibitions, Inc. – 9/12/11 damaged in whole or in part during the last twelve (12) months of the Lease Term or any extension or renewal thereof, (D) the Premises is damaged by fire to the extent that the Restoration Cost equals or other perilsexceeds thirty percent (30%) of the monetary value of such building at the time of such damage, this Lease shall remain then, in full force and effect. If Landlord does not terminate this Leaseany of such events, then Landlord shall forthwith repair the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) by notice of termination delivered at any time after the occurrence of such damage, whereupon this Lease shall expire upon the date set forth in such notice, and Tenant shall vacate and surrender the Premises to Landlord on such date. In the event that neither Landlord nor Tenant elect to terminate this Lease pursuant to the foregoing, or that the damage resulting from any casualty covered under this Section occurs during does not meet the last nine criteria of (9A) months – (D) above, Landlord shall promptly commence reconstruction of the term of this Lease; (b) the Premises are damaged Premises. Landlord and Tenant shall give written notice to the extent other of such election within sixty (60) days after the occurrence of such damage or destruction. In the event that neither Landlord nor Tenant elect to terminate this Lease pursuant to the foregoing, or that the damage does not meet the criteria of (A) – (D) above, Landlord shall promptly commence reconstruction of the Premises. Notwithstanding anything to the contrary contained herein, Tenant shall have the right to terminate this Lease with thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available days’ prior written notice to Landlord is not sufficient to cover the cost of such repairif, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to Tenant’s reasonable judgment, the portion of the Premises that is rendered untenantable by such damage; provided, however, if remaining cannot be reasonably utilized for the damage is due to the acts or omissions Use of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence as of the date of such damage and shall terminate on the earlier to occur of thirty (30) days after the date Landlord delivers the Premises to Tenant for restoration of Tenant’s improvements or the date Tenant re-opens for businessPremises.

Damage by Fire or Other Casualty. Subject to the other provisions of this Section, in the event If the Premises is damaged are rendered partially or wholly untenantable by fire or other perilscasualty, this Lease shall remain in full force and effect. If Landlord does (i) cannot terminate this Leasebe materially restored within one hundred eighty (180) days of such damage, then Landlord shall forthwith repair or (ii) the Premises to a state ready for restoration by Tenant of Tenant’s improvements. Notwithstanding the foregoing, Landlord shall not have are damaged or destroyed at any obligation whatsoever to repair, reconstruct or restore the Premises the Landlord or Tenant may terminate this Lease when (a) the damage resulting from any casualty covered under this Section occurs time during the last nine eighteen (918) months of the term of this Lease; (b) lease then the Premises are damaged to the extent of thirty percent (30%) or more thereof; (c) thirty percent (30%) or more of the Building is damaged; (d) the insurance available to Landlord is not sufficient to cover the cost of such repair, reconstruction or restoration; or (e) the holder of any deed of trust or mortgage encumbering the Building does not permit use of such insurance proceeds for reconstruction. Tenant shall be entitled to an abatement in Base Rent in proportion to the portion of the Premises that is rendered untenantable by such damage; provided, however, if the damage is due to the acts or omissions of Tenant or its employees, and the same is not covered by any rent loss insurance carried by Landlord, there shall be no abatement of rent. Such abatement shall commence Landlord may terminate this lease as of the date of such damage and fire or casualty. Tenant or Landlord shall exercise their option to terminate on by written notice to the earlier to occur of other within thirty (30) days after of such fire or other casualty. For purposes hereof, the Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was then being used. If this lease shall be terminated pursuant to this paragraph, the term of this lease shall end on the date or damage as if that date had been originally fixed in this lease for the expiration of the term hereof. If this lease is not terminated following damage by fire or other casualty, then Landlord delivers shall proceed with all due diligence to repair and restore the premises at Landlord’s cost; provided, however, in no event will Landlord be required to rebuild, repair or replace any part of the partitions, fixtures, additions and other improvements which may have been placed in or about the premises by Tenant except to the extent covered by insurance. Tenant agrees that during any period of restoration or repair of the Premises, Tenant shall continue the operation of Tenant’s business within the Premises to Tenant for restoration the extent practicable. During the period from the date of damage until the date that the untenantable portion of the Premises is materially restored, the rental shall be reduced to the extent of the proportion of the Premises which is untenantable; provided, however, there will be no abatement of rental if damage was occasioned by the fault or negligence of Tenant’s improvements , its employees, agents or the date Tenant re-opens for businessinvitees.