Common use of Damage or Destruction Clause in Contracts

Damage or Destruction. If any of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent and the Prevailing Rate (as defined below) shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business and/or the portion of the parking that is unavailable and for which Landlord has not provided reasonable substitute parking (but there shall be destroyed no abatement of rent and/or Prevailing Rate by reason of any portion of the Premises or damaged prior parking being unusable for a period equal to five (5) days or less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent or Prevailing Rate, unless and then only to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt the date of written notice from Seller the casualty, without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent and/or Prevailing Rate shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such damage or destructiontermination within sixty (60) days after the date of the casualty, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in which event this Article 16 to the Xxxxxxx Money contrary, either Landlord or Tenant shall immediately be returned have the option to Purchaser and terminate this Lease by giving written notice to the rights, duties, obligations, and liabilities other party of all parties hereunder the exercise of such option within sixty (60) days after the date of the casualty. A total destruction of the Project shall immediately automatically terminate and be of no further force or effect except those that expressly survive such terminationthis Lease. If Purchaser Landlord commences repairs to the Project but does not complete such repairs within one (1) year from the date of the casualty, Tenant may elect to terminate this Agreement pursuant Lease by delivering written notice to Landlord. Except as provided in this Paragraph 19Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases any rights under law to terminate this Agreement (because Lease. Without limiting the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases)foregoing, and the sale of the Property is consummated, Purchaser shall be entitled Tenant hereby waives any right it may have to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller terminate this Lease pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds Arizona Revised Statutes § 33-343 as a result of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsdestruction.

Damage or Destruction. If In the event the improvements on the demised premises are damaged or destroyed, then Lessee shall repair and restore the improvements then owned by Lessor and this lease shall continue in full force and effect and Lessee shall commence such repair or rebuilding with reasonable diligence and shall prosecute and complete such repair and rebuilding with reasonable diligence, provided, however, that any delay in the completion of said repairs resulting from fire or other casualty, strikes, shortages of material or labor, governmental laws, rules and regulations, the Improvements elements or matters beyond the reasonable control of Lessee shall extend the time within which Lessee may complete said repairs or rebuilding by the period of such delay. There shall be destroyed or damaged prior to the Closing, and if either the estimated cost no abatement of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, rental by written notice given to Seller within twenty (20) days after receipt of written notice from Seller reason of such damage or destructiondestruction or the time required to repair or rebuild. The net proceeds of any insurance maintained in force at the expense of Lessee, elect with the proceeds thereof payable to terminate this AgreementLessor or any encumbrancer shall, in which event except for any portion thereof required by any encumbrancer to pay current installments due on any encumbrance, be made available to Lessee to be applied to the Xxxxxxx Money shall immediately be returned to Purchaser cost and the rights, duties, obligations, and liabilities expense of all parties hereunder shall immediately terminate and be of no further force repair or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because rebuilding the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) insured, subject to reasonable conditions and has not resulted in payable on the termination of one usual architect's. certificates, but Lessor or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All encumbrancer holding said insurance proceeds received by Seller by may withhold until completion and the date expiration of Closing the period exist an amount reasonably necessary to insure completion of such repairs or destruction. Any amount required to complete such repair or rebuilding in excess of the insurance proceeds payable to Lessee hereunder shall be paid by Seller Lessee before such insurance proceeds are used. If said net proceeds of insurance are not made available to Purchaser at ClosingLessee as herein provided within thirty days after written demand therefor served upon Lessor or any encumbrancer holding said proceeds, together with Lessee may terminate this Lease and be released from its obligation to further repair or rebuild. The preceding sentence shall not apply to any portion of said insurance proceeds which may be withheld by Lessor or any encumbrancer until expiration of the lesser of (iii) that amount necessary to cover any difference between period within which mechanics' or materialmen's liens may be filed as hereinbefore provided, unless and until the amount of such proceeds said period for liens has expired and the estimated cost written demand provided for herein shall be served upon Lessor and any encumbrancer holding said insurance proceeds or any part thereof. The option of Lessee to terminate this Lease after said thirty day written demand may be exercised only if the funds demanded are properly then due Lessee under the terms of this Lease. Lessor, after the commencement of the term of this Lease, shall not be required to make any expenditures whatsoever in connection with this Lease, including the work of repair or replacementspecified in Exhibit "B", or (iv) to make any alterations or repairs to maintain the amount of demised premises in any way during the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsterm hereof.

Damage or Destruction. If any of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars fifty percent ($250,000.0050%) or the damage results in the termination of one or more of the LeasesLeased Premises are damaged or made untenantable by fire or other casualty and Landlord elects not to restore it, Purchaser then Landlord may, by written notice to Tenant given to Seller within twenty thirty (2030) days after receipt of written notice from Seller the date of such damage or destructioncasualty, elect to terminate this AgreementLease. Landlord shall be under no duty or obligation to repair, in restore or rebuild the same. Such termination shall become effective as of the date of the casualty if the Leased Premises are untenantable, otherwise as of a date thirty days following the service of the notice of lease termination. Unless this Lease is terminated as hereinabove provided, Landlord shall restore all damaged portions of the Leased Premises at Landlord’s expense with reasonable promptness except for Tenant’s improvements, which shall be restored at the expense of the Tenant. In the event the Xxxxxxx Money of termination of this Lease, rent shall immediately be returned prorated on a per diem (30-day month) basis and paid only to Purchaser and the rights, duties, obligations, and liabilities effective date of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does the Leased Premises are untenantable but this Lease is not elect terminated, all rent shall xxxxx from the casualty date until the Leased Premises are substantially restored and reasonably accessible for occupancy by Tenant, if part of the Leased Premises are untenantable, rent shall be prorated on a per diem basis and apportioned in accordance with the part of the Leased Premises which is usable by tenant until the damaged part is ready for Tenant’s occupancy. In all cases, due allowance shall be made for reasonable control. Landlord shall have no duty to terminate this Agreement pursuant to this Paragraph 19repair, restore, or has no replace Tenant improvements, including but not limited to wall and floor coverings, light fixtures, built-in cabinets and bookshelves, and to the contrary in this Lease, Tenant shall not have the right to terminate this Agreement (because Lease and rental shall in not event xxxxx if the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller casualty was caused by the date act or neglect of Closing shall be paid by Seller to Purchaser at ClosingTenant or his employees, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair agents or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsinvitees.

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be destroyed or damaged prior diligently and expeditiously repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided that the Damage Repair Estimate indicates that such repairs can be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if either the estimated damage is due to the negligence or willful misconduct of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(iii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage (unless such damage is due to the negligence or replacement willful misconduct of Landlord or Landlord Parties, in such case, Landlord shall be responsible for such excess costs but subject to the waivers describe in Section 14(d) above). If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) diligently and expeditiously make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty, whether or not the Premises are affected, if the deficiency between Landlord’s reasonably estimated cost to repair such damage and the available insurance proceeds therefor (assuming for purposes of such determination, that Landlord has obtained at a minimum all insurance required under Section 14(c) above and that the amount of any deductible is included in available insurance proceeds) exceeds Two Seven Million Five Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more 7,500,000.00), but Tenant, at its election, may void Landlord’s election to so terminate this Lease by agreeing to fund that portion of the Leasesdeficiency in excess of Seven Million Five Hundred Thousand Dollars ($7,500,000.00). Any such election by Tenant must be made, Purchaser mayif at all, by written notice given to Seller Landlord within twenty thirty (2030) days after receipt of written Landlord’s notice from Seller of such damage or destruction, elect to Tenant that Landlord elects to so terminate this AgreementLease pursuant to the immediately preceding sentence. However, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord’s termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be completed within one (1) year after the necessity for repairs as a result of such damage becomes known to Landlord or Landlord fails to complete the repairs within such one (1) year period, then Tenant may elect, not later than sixty (60) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant’s notice. Finally, if the Premises or has the Project is damaged so that more than twenty-five percent (25%) of the Premises (or a critical area of the Premises, even if such space comprises less than 25% of the Premises) is unusable during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. In the event that the Premises or the Project is destroyed or damaged to any substantial extent during the last twelve (12) months of the Term and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s employees, licensees, invitees or agents, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same, unless such damage was caused by the gross negligence or willful misconduct of Landlord or any Landlord Party (but subject to the waivers set forth in Section 14(d)). Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under any present or future Law that purports to govern the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) rights of Landlord and has not resulted Tenant in such circumstances in the termination absence of one or more of the Leases), and the sale of the Property express agreement is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller hereby waived by the date of Closing parties and shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedshave no application.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust Initials: ------- ------- covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's reasonable opinion, be completed within two hundred ten (210) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is reasonably unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). As soon as possible following the damage or destruction, Landlord shall provide Tenant written notice of the amount of time Landlord, in its reasonable opinion, estimates it will take to complete the repairs. If the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Landlord's insurance carrier, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If the damage results in or casualty is not due to the termination fault or neglect of one Tenant, its employees, agents or more of visitors, guests, invitees or licensees, and cannot be repaired so that Tenant may reasonably occupy the Leases, Purchaser may, by written notice given to Seller Premises within twenty two hundred ten (20210) days after receipt of written notice from Seller of such damage or destruction, Tenant may terminate this Lease by providing written notice to Landlord within fifteen (15) days of receiving Landlord's estimate as to the time required to repair the Premises. If Tenant does not exercise the foregoing termination right and if repairs cannot, in Landlord's reasonable opinion, be completed within two hundred ten (210) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. If neither Landlord nor Tenant have terminated this Lease and the repairs are not actually completed within two hundred ten (210) days after the date Landlord learns of the necessity for repairs as a result of the damage (which two hundred ten (210) day period shall be extended by Force Majeure and by any delays resulting from the acts or omissions of Tenant and/or its agents, employees or contractors), Tenant shall have the right to terminate this Lease within five (5) business days after the end of such period, by notice to Landlord (the "Damage Termination Notice"), effective as of the date set forth in the Damage Termination Notice (the "Damage Termination Date"), which Damage Termination Date shall not be less than five (5) business days following the end of such period. Notwithstanding the foregoing, if Tenant delivers a Damage Termination Notice to Landlord, then Landlord shall have the right to suspend the occurrence of the Damage Termination Date for a period ending thirty (30) days after the Damage Termination Date set forth in the Damage Termination Notice by delivering to Tenant, within five (5) business days of Landlord's receipt of the Damage Termination Notice, a certificate of Landlord's contractor responsible for the repair of the damage certifying that it is such contractor's good faith judgment that the repairs shall be substantially completed within thirty (30) days after the Damage Termination Date. If repairs shall be substantially completed prior to the expiration of such thirty (30) day period, then the Damage Termination Notice shall be of no force or effect but if the repairs shall not be substantially completed within such thirty (30) day period, then this Lease shall terminate upon the expiration of such thirty (30) day period. Upon any such termination of this Lease pursuant to this Article 16, Tenant shall pay the Monthly Basic Rental and Additional Rent, properly apportioned up to such date of termination, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease which by their terms survive the expiration or earlier termination of the Term. Initials: ------- ------- In addition to the foregoing, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. Finally, and liabilities if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of all parties hereunder the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect have the option to terminate this Agreement pursuant Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Paragraph 19Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any of In the Improvements shall be event that the Premises are damaged or destroyed by fire, storm or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars other casualty so that fifty percent ($250,000.0050%) or the damage results in the termination of one or more of the LeasesPremises shall be rendered untenantable or unusable, Purchaser maypayments of Rent may be discontinued, by written notice given at the option of the Tenant, until the Premises may be rebuilt or restored to Seller within twenty their former condition. The determination whether the Premises shall be rebuilt or restored shall rest solely with the Landlord, which determination Landlord shall make as soon as practicable but in no event later than ninety (2090) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by following the date of Closing occurrence that renders such portion of the Premises untenantable or unusable. Should Landlord decide not to rebuild or restore, then this Lease shall terminate and neither party shall be paid by Seller further obligated to Purchaser at Closing, together with the lesser of (iii) other except that amount necessary Tenant shall be responsible to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, Landlord all proceeds of any rent loss insurance Rent for the period of time commencing on current Lease Year owed to Landlord up to the date of Closingsuch termination, if anyplus such amount or amounts as may be owed to Landlord on termination, for which Tenant is responsible under any provision of this Lease, including without limitation, unpaid rent attributable to any prior period. Should Landlord decide to rebuild or restore, then any such rebuilding or restoration shall be commenced as quickly as possible and diligently pursued to completion. In the event that the Premises are damaged or destroyed by fire, storm or other casualty so that less than fifty percent (50%) of the Premises shall be rendered untenantable or unusable, then payment of Rent may be reduced, at the option of Tenant, in the same proportion as the number of square feet of the Premises which is untenantable or unusable bears to the total number of square feet of Premises which existed prior to the loss or destruction. If less than fifty percent (50%) of the amount Premises is damaged or destroyed, Landlord shall rebuild or restore the Premises to its former condition, unless the portion of said casualty the Premises untenantable or rent loss insurance proceeds is not settled by unusable occurs during the date last Lease term of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsthe Lease.

Damage or Destruction. If any all of the Improvements shall be destroyed Building or damaged prior to the Closing, and if either the estimated cost of repair Premises or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more such portions of the LeasesPremises as may be required for the reasonable use of the Premises are damaged by fire or other casualty, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage Landlord or destruction, Tenant may elect to terminate this AgreementLease, effective as of the date of such casualty. In the event of casualty to of a material part, but less than all, of the Premises, where Landlord shall determine that the remaining portions of the Premises cannot be economically and effectively used by it (whether on account of physical, economic, aesthetic or other reasons) or where Landlord determines the Premises should be restored in which event such a way as to materially alter the Xxxxxxx Money Premises, Landlord shall immediately be returned forward a written notice to Purchaser and Tenant of such determination not more than thirty (30) days after the rights, duties, obligations, and liabilities date of all parties hereunder such damage. The term of this Lease shall immediately terminate and be expire upon such date as Landlord shall specify in such notice but not earlier than sixty (60) days after the date of no further force or effect except those that expressly survive such terminationnotice. If Purchaser does this Lease is not elect terminated as aforesaid, it shall continue in full force and effect during such reconstruction, except that Tenant’s obligation to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted pay Basic Rent shall be suspended in the termination of one or more same proportion as the untenantable portion of the Leases)Premises bears to the whole Premises until such time as Tenant can resume full operations in the rebuilt Premises. If this Lease is terminated as aforesaid, and the sale of the Property is consummatedno damages, Purchaser compensation or claim shall be entitled to receive all insurance proceeds paid payable by Landlord for inconvenience, loss of business or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release annoyance arising from any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount portion of the deductible under Seller’s property damage Premises. Landlord will not carry insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance kind on any improvements paid for by Tenant or on Tenant’s furniture, furnishings, fixtures, equipment or appurtenances of Tenant under this Lease and Landlord shall not be obligated to repair any damage thereto or replace the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssame.

Damage or Destruction. If any Seller bears the risk of loss of the Improvements shall be Property prior to Closing. Buyer bears the risk of loss of the Buyer’s equipment and personal property of any type located at the Property, if any, prior to Closing. If at any time prior to the Closing any portion of the Property is destroyed or damaged by fire or any other casualty whatsoever, Seller shall give prompt written notice thereof to Buyer. Seller shall repair such damage as promptly as is reasonably possible following receipt of insurance proceeds (regardless of the adequacy of such insurance proceeds) and diligently pursue the repair and restoration of the damaged Property to the condition existing prior to the Closingcasualty through to Substantial Completion. Notwithstanding the foregoing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars Buyer shall have a right to terminate this Agreement within sixty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (2060) days after receipt of Seller provides Buyer with written notice from of the occurrence of any such casualty, by serving Seller with a written notice of termination (“Casualty Termination Notice”) if in the General Contractor’s reasonable discretion, Substantial Completion cannot occur on or before the Outside Completion Date as a result of such damage casualty, (as it may be extended pursuant to 19(h)(ii) or destruction, elect to terminate as may be extended by Buyer in accordance with this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination). If Purchaser Buyer does not elect to terminate issue a Casualty Termination Notice, within seventy (70) days after the occurrence of any such casualty, Seller shall deliver to Buyer a proposed amendment to this Agreement in form reasonably acceptable to Buyer executed by Seller that, as applicable, extends the Outside Completion Date to a date that would provide Seller with a reasonable period of time to Substantially Complete the Improvements by such extended Outside Completion Date. Buyer shall have absolutely no obligation to enter into such amendment, extend the Outside Completion Date or pay any such sums to Seller. If Buyer fails to execute and return such amendment to Seller within ten (10) Business Days after Seller’s delivery of such amendment, then this Agreement shall be deemed terminated. Upon a termination of this Agreement pursuant to this Paragraph 19Section 12, or has no right to terminate the Escrow shall be canceled, all parties hereto shall be released from further performance of this Agreement (because with the damage exception of those provisions or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the Sections which recite that they survive termination of one or more of the Leasesthis Agreement), the Escrow Holder shall return the Deposit and the sale of the Property is consummatedall Development Deposits, Purchaser to Buyer and Escrow Holder shall be entitled return to receive each party any and all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closingdocuments, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedswhich such party has deposited with it.

Damage or Destruction. If any of the Improvements shall be destroyed or damaged prior to Premises, the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) Building/s or the Center or a substantial part thereof is damaged by fire or other casualty, cause or condition whatsoever and Landlord shall determine not to restore said Premises, Building/s or Center and where such damage results in the termination of cannot be restored within one or more of the Leaseshundred twenty (120) days, Purchaser Landlord may, by written notice to Tenant given to Seller within twenty forty-five (2045) days after receipt of written notice from Seller of such damage or destructiondamage, elect to terminate this Agreement, in which event the Xxxxxxx Money Lease. Such termination shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities become effective as of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing the damage. If this Lease is not terminated as above provided and if the Premises are made partially or wholly untenantable, Landlord, at its expense, shall restore the same with reasonable promptness to the condition in which Landlord furnished the Premises to Tenant at the commencement of the Lease Term as to those items that were provided to the Premises at Landlord's expense without any reimbursement by Tenant. Landlord shall be under no obligation to restore any alteration, improvements or additions to the Premises made by Tenant or paid for by Seller to Purchaser at ClosingTenant, together with the lesser of (iii) that amount necessary to cover including, but not limited to, any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property initial tenant finish done or paid for by Tenant or any subsequent changes, alterations or additions made by Tenaxx xx reimbursed by Tenaxx. above provided for and fails within one hundred twenty (120) days after such damage insurance policy. In additionoccurs to eliminate substantial interference with Tenaxx'x xse of said Premises or substantially to restore said Premxxxx, at ClosingXxnant may terminate this Lease after the end of said one hundred twenty (120) days, Seller shall pay over to Purchasereffective as of the date such damage occurs, and assign notice to PurchaserLandlord given not later than ten (10) days after expiration of said one hundred twenty (120) day period. If the Premises are rendered totally untenantable but this Lease is not terminated, all proceeds of any rent loss insurance for the period of time commencing on shall abatx xxxm the date of Closing, if anythe fire or other relevant cause or condition until the Premises are ready for occupancy and reasonably accessible to Tenant. If a portion of the amount Premises is untenantable, rent shall be prorated on a per diem basis and apportioned in accordance with the portion of said casualty or rent loss insurance proceeds the Premises which is not settled usable by the date Tenant until the damaged part is ready for Tenant's occupancy. In above cases, due allowance shall be made for reasonable delay caused by adjustment of Closing, Seller shall execute at Closing all proofs of insurance loss, assignments strikes, labor difficulties or any cause beyond Landlord's reasonable control. For the purposes of claimthis Lease, said Premises shall be considered tenantable so long as and other similar instruments in order to the extent that Purchaser receive the Premises are occupied. In any event, Tenant shall be responsible for the removal, or restoration, when applicable, of all its damaged property and debris from the Premises, upon request by Landlord or else Tenant must reimburse Landlord for the cost of Seller’s right, title, and interest in and under said insurance proceedsremoval.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the Basic Rental shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in which event this Article 16 to the Xxxxxxx Money contrary, Landlord shall immediately be returned to Purchaser and have the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect option to terminate this Agreement pursuant Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Paragraph 19Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any In the event the Premises shall be damaged due to fire, the elements, unavoidable accident or other casualty, Landlord shall provide Tenant with an estimate of the Improvements time period required to repair or restore the Premises and shall then cause the damage to the Premises (not including Tenant's betterments or improvements) to be destroyed repaired or damaged restored with due diligence to substantially the same condition as existed immediately prior to the Closingsuch damage, and if either this Lease shall continue in full force and effect, subject to any abatement rights of Tenant provided herein; provided, however, that Landlord shall not be required to expend in such repair more than the estimated proceeds of insurance recovered or recoverable with respect to such damage (i.e., the full replacement cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of Premises). Tenant shall upon written notice from Seller Landlord promptly restore, replace or repair Tenant's betterments and improvements to the Premises and other property items required to be insured by Tenant pursuant to Section 4.3 hereof. If the cost of such restoring the Premises (not including Tenant's betterments or improvements) to their condition prior to damage shall exceed the amount recoverable in any insurance policies carried by Landlord, or destructionif the Premises are damaged by any casualty not insured against, elect to terminate this AgreementLandlord, in which the event Tenant elects (in writing) not to make such repairs, shall have the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement Lease by giving Tenant written notice of its election to do so within thirty (because 30) days after the date on which the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more occurs, whereupon this Lease shall terminate as of the Leases)date on which the damage occurred and all rent payable hereunder shall be equitably adjusted as of said date. In the event Landlord fails to give such notice, this Lease shall continue, and Landlord shall cause the sale of Premises (not including Tenant's betterments and improvements) to be repaired and restored with due diligence to substantially the Property is consummatedsame condition as existed immediately prior to such damage, Purchaser and Tenant shall be entitled promptly restore, replace or repair Tenant's betterments and improvements to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance Premises and other property items required to be maintained insured by Seller Tenant pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller Section 4.3 hereof. If Tenant is unable to costs actually incurred for restoration). Seller shall reasonably occupy the premises following a casualty, as long as the damage to the premises was not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller caused by the date of Closing Tenant's gross negligence or willful misconduct, the Tenant's obligation to pay rent under this Lease shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for axxxx during the period of time commencing Tenant is unable to conduct its business on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises.

Damage or Destruction. If any of the Improvements shall Premises are damaged by Casualty, the damage (excluding damage to Tenant's personal property) will be destroyed or damaged repaired by Landlord at its expense to a condition as near as reasonably possible to the condition prior to the ClosingCasualty. Landlord acknowledges that it is imperative to Tenant that the Premises be restored as quickly as possible following a Casualty; accordingly, Landlord will begin repairs as soon as reasonably possible, but not later than the date that is 30 days after the date of the Casualty and if either will use all reasonable efforts and diligence to promptly complete the estimated cost repairs and restore the Premises in as short a time as is reasonably possible in light of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results nature of the Casualty, but in no event later than, in the termination case of one or more a major Casualty, the date that is 270 days after the date of the LeasesCasualty, Purchaser maysubject to Excusable Delays. If Landlord fails to begin or complete the repairs as required, Tenant may give Landlord notice to do so. If Landlord has not begun the repairs or completed the repairs, as applicable, within 30 days after Tenant's notice, Tenant may terminate this Lease by written notice to Landlord given to Seller within twenty (20) 30 days after receipt expiration of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination30-day period. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (Lease is terminated because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases)Casualty, rents and the sale other payments will be prorated as of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason later of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall such Casualty or the date when Tenant ceased doing business in the Premises and will be proportionately refunded to Tenant or paid by Seller to Purchaser at ClosingLandlord, together with as the lesser of (iii) that amount necessary to cover case may be. During any difference between period in which the amount of such proceeds and the estimated cost of repair Premises or replacement, or (iv) the amount any portion of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to PurchaserPremises are made untenantable as a result of the Casualty (whether or not the Premises themselves were damaged by the Casualty), all proceeds of any rent loss insurance will be abated for the period of time commencing on untenantable, plus thirty (30) days for Tenant to reopen all of the date Premises after the completion of ClosingLandlord's repairs, in proportion to the Rentable Square Foot Area made untenantable as a result of the Casualty. In addition, if any. If the amount Casualty occurs less than two (2) years prior to the end of said casualty or rent loss insurance proceeds is the Term, as the same may have been extended, Tenant may terminate this Lease as of the Casualty if the Premises may not settled by reasonably be made tenantable within 90 days after the date Xxxxxxxx.Xxxxx as of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsthe Casualty if the Premises may not reasonably be made tenantable within 90 days after the Casualty.

Damage or Destruction. If the Premises, the Building or any part thereof is damaged by fire or other casualty, cause of the Improvements condition whatsoever and Landlord shall be destroyed determine not to restore said Premises or damaged prior to the ClosingBuilding, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser Landlord may, by written notice to Tenant given to Seller within twenty sixty (2060) days after receipt such damage, terminate this Lease. Such termination shall become effective as of written the date of the damage. If this Lease is not terminated as above provided and if the Premises are made partially or wholly untenantable, Landlord, at its expense, shall restore the same with reasonable promptness to the condition in which Landlord furnished the Premises to Tenant at the commencement of the Lease Term as to those items that were provided to the Premises at Landlord's expense without any reimbursement by Tenant. Landlord shall be under no obligation to restore any alternation, improvements or additions to the Premises made by Tenant or paid for by Tenant, including, but not limited to, any of the initial tenant finish done or paid for by Tenant or any subsequent changes, alternations or additions made by Tenant or reimbursement by Tenant. If, as a result of fire or other casualty, cause of condition whatsoever the Premises are made partially or wholly untenantable and, if landlord has not given the sixty (60) day notice from Seller above provided for and fails within one hundred twenty (120) days, effective as of the date such damage occurs to eliminate substantial interference with Tenant's use of said Premises or destruction, elect substantially to restore said Premises. Tenant may terminate this AgreementLease after the end of said one hundred twenty (120) days, in which event effective as of the Xxxxxxx Money shall immediately be returned date such damage occurs, by notice to Purchaser and Landlord given at any time prior to the rights, duties, obligations, and liabilities commencement of all parties hereunder shall immediately terminate and be restoration of no further force or effect except those that expressly survive such terminationthe Premises. If Purchaser does the Premises are rendered totally untenantable but this Lease is not elect terminated, all rent shall abxxx xrom the date of the fire or other relevant cause or condition until the Premises are ready for occupancy and reasonably accessible to terminate this Agreement pursuant to this Paragraph 19Tenant. If a portion of the Premises is untenantable, rent shall be prorated on a per diem basis and apportioned in accordance with the portion of the Premises which is usable by the Tenant until the damaged part is ready for the Tenant's occupancy. If a substantial portion of the Premises is made untenantable during the last two (2) years of the initial Lease Term, or has no right to terminate this Agreement during the last two (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.002) and has not resulted in the termination years of one or more of the Leases)any previously exercised Option Period, and the sale of time required to restore the Property is consummatedPremises will exceed one hundred one hundred eighty (180) days, Purchaser Tenant may terminate the Lease. In all cases, due allowance shall be entitled to receive all insurance proceeds paid or payable to Seller made for reasonable delay caused by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts adjustment of insurance theretofore received and applied by Seller to costs actually incurred for restoration)loss, strikes, labor difficulties or any cause beyond Landlord's reasonable control. Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All For the purposes of this Lease, said insurance proceeds received by Seller by the date of Closing Premises shall be paid considered tenantable so long as and to the extent that the Premises are substantially utilized by Seller to Purchaser at ClosingTenant in the operation of its business. In any event, together with Tent shall be responsible for the lesser removal, or restoration, when applicable, of (iii) that amount necessary to cover any difference between all its damaged property and debris from the amount of such proceeds and Premises, upon request by Landlord or else Tenant must reimbursement Landlord for the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsremoval.

Damage or Destruction. If any Except as provided below, in the event of fire or other damage to the Improvements, Homeowner shall take all steps necessary to assure the repair of such damage and the restoration of the Improvements shall be destroyed or damaged to their condition immediately prior to the Closingdamage. All such repairs and restoration shall be completed as promptly as possible. Homeowner shall also promptly take all steps necessary to assure that the Leased Premises are safe and that the damaged Improvements do not constitute a danger to persons or property. If Homeowner, using reasonable judgment and if relying on professional estimates, determines either (a) that full repair and restoration is physically impossible, or (b) that the estimated available insurance proceeds will pay for less than eighty percent (80%) of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars and restoration, ($250,000.00) or the damage results in the termination of one or more provided Homeowner has fulfilled all of the Leaseshazard insurance requirements set forth in Section 9.4 above), Purchaser may, then Homeowner may terminate this Lease by written notice to ACHT given to Seller within twenty not later than sixty (2060) days after receipt the event that caused the damage. However, such termination shall not be effective until forty-five (45) days after the date upon which the notice is received by ACHT. During this forty-five-day period ACHT may seek an adjustment from the insurer so as to increase the available insurance proceeds to an amount covering at least eighty percent of the cost of repair and restoration. If successful in securing such adjustment, ACHT may render Homeowner’s termination notice null and void by written notice from Seller to Homeowner within such forty-five- day day period. If ACHT fails to nullify the termination notice in this way, then this Lease shall terminate at the expiration of the forty-five-day period, and any insurance proceeds payable to Homeowner on account of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary as provided below. The insurance proceeds shall be paid first to cover any difference between expenses of collecting the amount proceeds. Remaining proceeds shall be paid to the Homeowner (or its Permitted Mortgagee to the extent required by the Permitted Mortgage) up to the then applicable ACHT’s Purchase Option Price (as of immediately prior to the damage) calculated according to the provisions of Article 10 below. The balance of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closingproceeds, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsbe paid to ACHT.

Damage or Destruction. If fire or any other casualty makes all or any part of the Premises untenantable and if the Building Shell and Tenant Improvements shall can reasonably be destroyed or damaged prior expected to be repaired within 270 days from the Closingdate of the casualty, Landlord will repair and restore the Building Shell and the Tenant Improvements to substantially the condition in which Landlord delivered them to Tenant and Tenant will, as soon as is reasonably practicable, restore the remainder of the Premises to substantially the same condition that existed before the casualty and reopen for business, and if either this Lease will remain in full force and effect, except that Rent will xxxxx following such casualty and during Landlord’s repair and restoration work to extent the estimated cost of repair carrier providing rent loss coverage determines that the casualty damage has rendered the Premises untenantable. If fire or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) any other casualty makes all or the damage results in the termination of one or more any part of the LeasesPremises untenantable and the Building Shell and Tenant Improvements cannot reasonably be expected to be repaired within 270 days from the date of the casualty, Purchaser mayor within 90 days during the last 12 months of the Term, either Landlord or Tenant, by written notice given to Seller the other within twenty (20) 90 days after receipt from the date of written notice from Seller of such damage or destructionthe casualty, elect to terminate this Agreement, in which event has the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by Lease effective on a date within 30 days after the date of Closing shall be paid by Seller such notice. Landlord’s obligation to Purchaser at Closing, together with the lesser of (iii) that amount necessary perform any repairs and restoration is limited to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the actual net insurance proceeds it receives plus its deductible, or that it would have been entitled to receive if Landlord had maintained the property insurance this Lease requires it to maintain, plus deductible under Seller’s property damage insurance policyunless Tenant agrees to pay the portion of the repairs not covered by insurance. In additionAccordingly, at Closing, Seller shall pay over if any Mortgagee refuses to Purchaser, and assign to Purchaser, all release the proceeds of any rent loss casualty insurance for to be applied to the period repair and restoration of time commencing on the date Premises, Landlord has the right to terminate this Lease upon written notice to Tenant. Each of Closing, if any. If Landlord and Tenant waives its rights under California Civil Code sections 1932(2) and 1933(4) (which permit the amount termination of said casualty or rent loss insurance proceeds is not settled by a lease upon destruction of the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claimleased premises), and agrees that this Section governs with respect to any damage to or destruction of the Premises or any other similar instruments in order that Purchaser receive all part of Seller’s right, title, and interest in and under said insurance proceedsthe Project.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other Initials: /s/ KM -------- -17- /s/ VC -------- premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent except to the extent of any rental loss insurance maintained by Landlord with respect to the Premises. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in Landlord's opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or replacement exceeds Two Hundred Fifty Thousand Dollars other premiums, Landlord may, at its option, either ($250,000.00i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, and the damage is not fully covered, except for deductible amounts, by Landlord's insurance policies. Finally, if the Premises or the damage results in Project is damaged to any substantial extent during the termination of one or more last twelve (12) months of the LeasesTerm, Purchaser maythen notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage; provided, however, that Landlord shall not have such option if Tenant, at the time of such damage, has an express option to extend the Term, and Tenant exercises such option by written notice given to Seller Landlord in accordance with the terms and conditions of Article 31 hereof, within twenty (20) days after following Tenant's receipt of written Landlord's notice of termination. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from Seller of such damage or destructiondestruction or the making of any repairs, elect alterations or improvements in or to terminate this Agreementany portion of the Project or the Premises or in or to fixtures, in which event the Xxxxxxx Money shall immediately be returned to Purchaser appurtenances and the rightsequipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, dutiesfurnishings, obligationstrade fixtures or equipment, and liabilities of all parties hereunder that Landlord shall immediately terminate not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and be of no further force or effect except those equipment, Tenant acknowledges that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any of In the Improvements shall be event the Premises are destroyed or are damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars such that twenty-five percent ($250,000.0025%) or the damage results in the termination of one or more of the Leasesrentable area in the Premises is rendered untenantable, Purchaser maythen it shall be optional with Landlord to repair or rebuild the same, but in no event shall Landlord be required to repair or rebuild any Tenant's Improvements, which shall remain the responsibility of Tenant; and after the happening of any such event, Tenant shall give landlord or Landlord's agent immediate written notice thereof. Landlord shall have thirty (30) days after the date of such notification to notify Tenant in writing of Landlord's intentions to repair or rebuild the Premises or the part so damaged as aforesaid, and if Landlord elects to repair or rebuild the Premises, Landlord shall prosecute the work of such repairing or rebuilding without unnecessary delay, and during such period the Base Rent shall be abated in the same ratio that that portion of the Premises rendered for the time being unfit for occupancy shall bear to the whole of the Premises. If Landlord shall fail to give the notice aforesaid, Tenant shall have the right to declare this Lease terminated by written notice given served upon Landlord. If the Building is damaged (even though the Premises hereby leased shall not be damaged thereby) to Seller such extent that, in the opinion of Landlord, it shall not be practicable to repair or rebuild, or is destroyed, then it shall be optional with Landlord to terminate this Lease by written notice served on Tenant within twenty thirty (2030) days after receipt of written notice from Seller of such damage or destruction. If the Premises are partially damaged or destroyed such that less than twenty-five percent (25%) of the rentable area of the Premises is rendered untenantable, elect to terminate this Agreementthen Landlord shall restore the same with reasonable promptness, in excluding any Tenant's Improvements, which event shall be the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligationsresponsibility of Tenant, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by Landlord pursuant to the date provisions of Closing shall be paid by Seller to Purchaser at Closingthis Lease, together with less the lesser cost of (iii) that amount necessary to cover any difference between the amount recovery of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closingproceeds, if any, shall be held in trust and applied to the payment of such restoration as such restoration progresses; provided, however, that there shall be no abatement, diminution or reduction of rent in the event of such damage to or destruction of the Premises while Tenant restores the Premises. If Notwithstanding the amount foregoing Landlord's obligation to restore the Premises shall be limited to the extent of said casualty or rent loss the insurance proceeds is not settled available to Landlord for such restoration (less any amounts claimed by the date holder of Closing, Seller shall execute at Closing all proofs any first mortgage or the beneficiary of loss, assignments any first deed of claimtrust coveting the Premises), and other similar instruments in order that Purchaser receive all Landlord shall have no obligation to restore the Premises if such damage or destruction occurs during the last two (2) years of Seller’s right, title, and interest in and under said insurance proceedsthe Lease term.

Damage or Destruction. If any In the event the Premises shall be damaged due to fire, the elements, unavoidable accident or other casualty, Landlord shall provide Tenant with an estimate of the Improvements time period required to repair or restore the Premises and shall then cause the damage to the Premises (not including Tenant's betterments or improvements) to be destroyed repaired or damaged restored with due diligence to substantially the same condition as existed immediately prior to the Closingsuch damage, and if either this Lease shall continue in full force and effect, subject to any abatement rights of Tenant provided herein; provided, however, that Landlord shall not be required to expend in such repair more than the estimated proceeds of insurance recovered or recoverable with respect to such damage (i.e., the full replacement cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of Premises). Tenant shall upon written notice from Seller Landlord promptly restore, replace or repair Tenant's betterments and improvements to the Premises and other property items required to be insured by Tenant pursuant to Section 4.3 hereof. If the cost of such restoring the Premises (not including Tenant's betterments or improvements) to their condition prior to damage shall exceed the amount recoverable in any insurance policies carried by Landlord, or destructionif the Premises are damaged by any casualty not insured against, elect to terminate this AgreementLandlord, in which the event Tenant elects (in writing) not to make such repairs, shall have the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement Lease by giving Tenant written notice of its election to do so within thirty (because 30) days after the date on which the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more occurs, whereupon this Lease shall terminate as of the Leases)date on which the damage occurred and all rent payable hereunder shall be equitably adjusted as of said date. In the event Landlord fails to give such notice, this Lease shall continue, and Landlord shall cause the sale of Premises (not including Tenant's betterments and improvements) to be repaired and restored with due diligence to substantially the Property is consummatedsame condition as existed immediately prior to such damage, Purchaser and Tenant shall be entitled promptly restore, replace or repair Tenant's betterments and improvements to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance Premises and other property items required to be maintained insured by Seller Tenant pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller Section 4.3 hereof. If Tenant is unable to costs actually incurred for restoration). Seller shall reasonably occupy the premises following a casualty, as long as the damage to the premises was not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller caused by the date of Closing Tenant's gross negligence or willful misconduct, the Tenant's obligation to pay rent under this Lease shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for xxxxx during the period of time commencing Tenant is unable to conduct its business on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises.

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be destroyed or damaged prior repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that repairs can be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above with respect to the Tenant Improvements and Alterations; provided, however, that if either the estimated cost of repair or replacement of Alterations and Tenant Improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If, however, the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this AgreementLease, by notifying Tenant in which event writing of such termination within sixty (60) days after Landlord learns of the Xxxxxxx Money shall immediately be returned necessity for repairs as a result of damage, such notice to Purchaser and include a termination date giving Tenant sixty (60) days to vacate the rightsPremises. However, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to this Paragraph 19Landlord’s termination right as provided above, or has no right and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more Lease by written notice to Landlord effective as of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaserdate specified in Tenant’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policynotice. In addition, at ClosingLandlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, Seller whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall pay over have the option to Purchaserterminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and assign that Landlord shall not be obligated to Purchaser, all repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to any proceeds of insurance carried by Landlord relating to property damage. With respect to any rent loss insurance for damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases any rights under law to terminate this Lease in the period event of time commencing on the date of Closing, if any. If the amount of said a casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsexcept as expressly provided above.

Damage or Destruction. Except as provided below in this Section 9.5, in the event of fire or other casualty to any Improvements, Land Lessee shall forthwith commence, and thereafter diligently and continuously prosecute to completion, the repair of such damage and the restoration of such Improvements to their condition immediately prior to such damage. All such repairs and restoration shall be completed as promptly as possible. Land Lessee shall also promptly take all steps necessary to assure that the Land shall be and remain safe and the damaged Improvements not constitute a hazard or danger to persons or property from the time of the fire or other casualty. In no event shall the Land Lease Fee be suspended or abated, unless Land Owner, in its sole discretion, decides to do so in consideration of the personal hardship or incapacity of Land Lessee. The intent of this section is to xxxxxx perpetual occupancy by low or moderate income residents, as defined below, despite the occurrence of unforeseeable financial and personal hardship If Land Lessee, using reasonable judgment and in reliance upon professional estimates and advice, determines either (a) that such full repair and/or restoration is physically impossible, or (b), provided that Land Lessee has fulfilled all of the hazard insurance requirements set forth in Section 9.4 of this Land Lease, the available insurance proceeds are not more than eighty percent (80%) of the cost of such repair and/or restoration, then Land Lessee may terminate this Land Lease by written notice to Land Owner given not later than sixty (60) days after the occurrence of a fire or other casualty which causes substantial damage to the Improvements. Such termination notice shall not, however, be effective until sixty (60) days after the date upon which it is received by Land Owner. During such time Land Owner shall have the opportunity to seek an adjustment from the insurer so as to increase the amount of available insurance proceeds, arrange for such repair and/or restoration at a cost sufficiently low so as to avoid condition (b) of the preceding sentence, or design a partial restoration of the Improvements which would be sufficient to provide Land Lessee with Improvements of reasonably equivalent quality that are reasonably useable by Land Lessee, with a floor area not less than eighty percent (80%) of the floor area of the Improvements as they existed immediately prior to such fire or other casualty; and in any of the Improvements foregoing cases, the Land Owner may render Land Lessee's termination notice null and void by written notice of such action to Land Lessee within such additional sixty (60) day period. If Land Owner shall fail to so nullify the termination notice, then this Land Lease shall terminate at the expiration of such sixty (60) day period after Land Owner's receipt of Land Lessee's termination notice, and any proceeds of insurance payable to Land Lessee on account of such fire or other casualty shall be destroyed paid as provided below. Such proceeds shall be paid: first, to the expenses of collection thereof. Remaining proceeds shall be paid next to the Permitted Mortgagee in the amount owing under the Permitted Mortgage, then next to the Land Owner in an amount equal to the cost of removal of the Improvements and returning the Property to its condition prior to construction of the Improvements, and then next to the Home Owner (or damaged its Permitted Mortgagee if required by the Permitted Mortgage) up to the then applicable Actual Purchase Option Price (as of immediately prior to the Closingcasualty) calculated pursuant to Section 10 below less any amounts paid to a permitted mortgagee, or for taxes, assessments or other costs then owing for the Improvements and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given chargeable to Seller within twenty (20) days after receipt of written notice from Seller Land Lessee. The balance of such damage or destructionproceeds, elect to terminate this Agreementif any, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLand Owner.

Damage or Destruction. If all or any part of the Improvements shall Demised Premises is damaged or destroyed by fire or other casualty, this Lease will continue in full force and effect, unless terminated as provided below, and Landlord will repair, restore or rebuild the Demised Premises to its condition at the time of the occurrence of the loss; provided, however, Landlord will not be destroyed obligated to commence such repair, restoration or damaged rebuilding until insurance proceeds are received by Landlord, and Landlord's obligation to rebuild will be limited to and conditioned upon receipt of proceeds by Landlord under any insurance policy or policies, if any, which have not been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Project or any portion thereof. Txxxxx agrees to notify Landlord in writing within (30) days of Tenant's opening date in the Demised Premises of the actual cost of all permanent leasehold improvements and betterments approved by Landlord and installed or to be installed by Tenant in the Demised Premises (whether those improvements have been paid for entirely or partially by Tenant), but exclusive of Tenant's personal property, movable trade fixtures and contents. Tenant will give similar notifications to Landlord not less than thirty (30) days prior to the Closingcommencement of any proposed alterations, additions, or improvements to the Demised Premises approved by Landlord subsequent to the initial construction of the Demised Premises. If Tenant fails to comply with the foregoing provisions, any loss or damage Landlord will sustain by reason thereof will be borne by Txxxxx and will be paid immediately by Tenant upon receipt of a bill therefor and evidence of such loss, and if in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord's obligations under this Article VIII to repair, replace and/or rebuild the Demised Premises will be deemed inapplicable. In lieu thereof Landlord may, at its election, either restore or require Tenant to restore the estimated Demised Premises to the condition that existed prior to such loss, and in either case, Tenant will pay the cost of repair such restoration. Notwithstanding anything to the contrary contained in this Section 8.1 or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results elsewhere in the termination of one or more of the Leasesthis Lease, Purchaser mayLandlord, at its option, may terminate this Lease by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.Tenant if:

Damage or Destruction. If the premises shall be damaged by fire or any other cause , Tenant shall, at the election of Landlord, cause same to be restored, subject to an in accordance after the date of damage to perform the work of restoration with the proceeds of any insurance covering the Premises. If the cost of restoration as estimated by Landlord (a copy of which estimate shall be delivered by Landlord to Tenant within 90 days after the date of such loss) shall equal or exceed twenty-five percent (25%) of the Improvements shall be destroyed or damaged replacement value of the Premises in their condition just prior to the Closingoccurrence of the damage, Landlord may, no than the 120th day following the damage , give Tenant a notice stating that it reflects to cancel this Lease; and if either in such even Tenant shall pay or assign to Landlord the proceeds covering such loss and/or the right to adjust or receive the same (provided, however , Tenant shall pay to Landlord the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results restoration in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller excess of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive proceeds if such termination. If Purchaser insurance does not elect comply with the insurance's to terminate this Agreement be carried by Tenant pursuant to this Paragraph 19, or has no right to terminate this Agreement paragraph 12.1 (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00b) and has not resulted in the termination of one or more of the Leasesabove ), and the sale thereupon shall expire surrender possession of the Property is consummatedPremises on said date of the loss (or on which Tenant ceases to use the premises , Purchaser if later) and any rent paid for any period beyond said date shall be entitled repaid to receive all insurance proceeds paid or payable Tenant. All restoration work shall be done and completed with due diligence and reasonable promptness, subject to Seller by reason ordinary delay and to delays beyond the control of such destruction or damage under the insurance required party performing the work and to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts delays in the making of insurance theretofore received and applied by Seller adjustments. Subject to costs actually incurred for restoration). Seller shall not settle or release the terms of any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by fee of ground lease mortgage covering the date of Closing shall be paid by Seller to Purchaser at ClosingDemised Premises, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance payable as the result such damage shall be held by Landlord, as a trust fund to be used for the period cost of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and restoration before being applied to any other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedspurpose.

Damage or Destruction. If In the event improvements on the premises are damaged by any casualty which is covered under an insurance policy required to be maintained pursuant to Paragraph 10, then Landlord may at Landlord's option, either (a) repair such damage as soon as reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect, or (b) give written notice to Tenant within thirty (30) days after the date of occurrence of such damage of Landlord's intention to cancel and terminate this Lease as of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more date of the Leasesoccurrence of the damage. In the event Landlord elects to terminate this lease, Purchaser may, by written notice given to Seller Tenant shall have the right within twenty ten (2010) days after receipt of written the required notice from Seller to notify Landlord in writing of Tenant's intention to repair such damage or destructionat Tenant's expense, elect to terminate this Agreementwithout reimbursement from Landlord, in which event the Xxxxxxx Money this Lease shall immediately be returned to Purchaser continue in full force and the rights, duties, obligationseffect, and liabilities of all parties hereunder Tenant shall immediately terminate and be of no further force or effect except those that expressly survive proceed to make such terminationrepairs as soon as reasonably possible. If Purchaser Tenant does not elect to give such notice within ten (10) day period this Lease shall be cancelled and terminated as of the date of the occurrence of such damage. If the premises are totally destroyed during the term of this Lease from any cause whether or not covered by the insurance required under Paragraph 10 (including any destruction required by any authorized public authority), this Lease shall automatically terminate as of the date of such total destruction. If the premises are partially destroyed or damaged during the last six (6) months of the term of this Lease, Landlord may at Landlord's option, cancel and terminate this Agreement lease as of the date of the occurrence of the damage by giving written notice to Tenant of Landlord's election to do so within thirty (30) days after the date of such damage by fire or other cause, or to make any restoration or replacement of any panelings, decorations, office fixtures, partitions, railings, ceilings, floor covering, equipment, machinery or fixtures or any other improvements or property installed in the premises by Tenant or at the direct or indirect expense of Tenant. Tenant shall be required to restore or replace same in the event of damage. If the premises are partially destroyed or damaged and Landlord or Tenant repairs them pursuant to this Paragraph 19Lease, or has no right the rent payable hereunder for the period during which such damage and repair continues shall be abated in proportion to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more extent which Tenant's use of the Leases)premises is impaired. Except for abatement of rent, and the sale of the Property is consummatedif any, Purchaser Tenant shall be entitled to receive all insurance proceeds paid or payable to Seller have no claim against Landlord for any damage suffered by reason of such destruction damage, destruction, repair or damage under restoration. If Landlord shall be obligated to repair or restore the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received premises and applied by Seller to costs actually incurred for restoration). Seller shall not settle commence such repair or release restoration within ninety (90) days after such obligation shall accrue. Tenant may, at Tenant's option, cancel and terminate this Lease by written notice to Landlord at any damage time prior to the commencement of such repair or destruction claims without obtaining Purchaser’s prior written consent in each caserestoration. All said insurance proceeds received by Seller by In such event this Lease shall terminate as of the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsnotice.

Damage or Destruction. If any Except as provided below, in the event of fire or other damage to the Improvements, Lessee shall take all steps necessary to ensure the repair of such damage and the restoration of the Improvements shall be destroyed or damaged to their condition immediately prior to the Closingdamage. All such repairs and restoration shall be completed as promptly as possible. Lessee shall also promptly take all steps necessary to ensure that the Leased Premises are safe and that the damaged Improvements do not constitute a danger to persons or property. If Lessee, using reasonable judgment and if relying on professional estimates, determines either (a) that full repair and restoration is physically impossible, or (b) that the estimated available insurance proceeds will pay for less than eighty percent (80%) of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars and restoration ($250,000.00) or provided Lessee has fulfilled all the damage results hazard insurance requirements set forth in the termination of one or more of the LeasesSection 9.4 above), Purchaser may, then Lessee may terminate this Lease by written notice to Lessor given to Seller within twenty not later than sixty (2060) days after receipt the event that caused the damage. However, such termination shall not be effective until ninety (90) days after the date upon which the notice is received by Lessor. During this ninety (90) period, Lessor may seek an adjustment from the insurer so as to increase the available insurance proceeds to an amount covering at least eighty percent (80%) of the cost of repair and restoration. If successful in securing such adjustment, Lessor may render Lessee’s termination notice null and void by written notice from Seller to Lessee within such forty- five (45)-day period. If Lessor fails to nullify the termination notice in this way, then this Lease shall terminate at the expiration of the ninety (90) day period, and any insurance proceeds payable to Lessee on account of such damage or destructionshall be paid as provided below. The insurance proceeds shall be paid first to cover any expenses of collecting the proceeds. Remaining proceeds shall be paid first to Permitted Mortgagee to the extent required by the Permitted Mortgage, elect with the balance then paid to terminate this Agreementthe Lessee, in which event provided that the Xxxxxxx Money shall immediately be returned total amount paid to Purchaser the Lessee and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction Permitted Mortgagee does not exceed Two Hundred Fifty Thousand Dollars the then applicable Lessor’s Purchase Option Price ($250,000.00as of immediately prior to the damage) and has not resulted in calculated according to the termination provisions of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason Article 10 below. The balance of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing proceeds, if any, shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLessor.

Damage or Destruction. If any Within thirty (30) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage (provided that such period shall be destroyed extended to sixty (60) days where the damage is attributable to an earthquake), Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s reasonable estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or damaged prior other insured casualty and the insurance proceeds (other than deductible amounts) have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project(it being agreed that Landlord shall use its best commercially reasonable efforts to cause any such holder to make the insurance proceeds available for restoration), the damage (including damage to Tenant’s Alterations and Tenant Improvements) shall be repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that repairs can be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed and Tenant shall have had a reasonable period of time to install its communications and other equipment and move back into the damaged portion of the Premises, rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If the Damage Repair Estimate indicates that repairs cannot be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (a) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (b) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies provided that Landlord maintained the insurance it was required to Purchaser and the rightsmaintain pursuant to Section 14(c) above. However, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to this Paragraph 19Landlord’s termination right as provided above and if the Damage Repair Estimate indicates that repairs cannot be completed within two hundred seventy (270) days after the date Landlord learns of the necessity for repairs as a result of such damage, or has no right Tenant may elect, not later than thirty (30) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more Lease by written notice to Landlord effective as of the Leases)date specified in Tenant’s notice. Finally, and if the sale Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Property is consummatedTerm, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent then notwithstanding anything contained in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.this

Damage or Destruction. If all or any part of the Improvements shall be destroyed Premises or any material portion of the balance of the Real Property is damaged prior to the Closingby fire or other casualty, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results can, in the termination of one or more Landlord's reasonable opinion, be repaired within sixty (60) days of the Leasesdamage, Purchaser maythen Landlord shall repair the damage and this Lease shall remain in full force and effect. If the repairs cannot, in Landlord's opinion, be made within the sixty (60)-day period, Landlord at its option exercised by written notice given to Seller Tenant within twenty the sixty (2060)-day period, shall either (a) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreementrepair the damage, in which event this Lease shall continue in full force and effect, or (b) terminate this Lease as of the Xxxxxxx Money date specified by Landlord in the notice, which date shall immediately be returned to Purchaser and not less than thirty (30) days nor more than sixty (60) days after the rights, duties, obligationsdate such notice is given, and liabilities this Lease shall terminate on the date specified in the notice. Notwithstanding the foregoing, Landlord shall not be obligated to repair or replace any of all parties hereunder shall immediately terminate Tenant's movable furniture, equipment, trade fixtures and be other personal property, nor any Alterations that were installed in the Premises by or at the request of no further force or effect except Tenant (including those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00installed by Landlord at Tenant's request) and has not resulted in the termination Tenant shall, at Tenant's sole cost and expense, repair and replace such items. All such repair and replacement of one or more of the Leases), and the sale of the Property is consummated, Purchaser Alterations shall be entitled constructed by Tenant in accordance with Paragraph 9 above regarding Alterations. Tenant shall assign to receive Landlord (or to any party designated by Landlord) all insurance proceeds paid or payable to Seller by reason Tenant under Tenant's property insurance carried under item (ii) of such destruction or damage under the insurance Paragraph 15.a. above with respect to leasehold improvements which Landlord is required to be maintained by Seller restore pursuant to Paragraph 10 hereof (less amounts the foregoing, provided that if the cost of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said restoration exceeds the amount of insurance proceeds received by Seller Landlord from Tenant's insurance carrier, as assigned by Tenant, the date cost of Closing repairs to such improvements shall be paid by Seller Tenant to Purchaser Landlord prior to Landlord's repair of the damage, or at ClosingLandlord's election, together with the lesser at any later time following Landlord's discovery of (iii) that amount necessary to cover any difference between the amount insufficiency of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if anyproceeds. If the amount fire or other casualty damages the Premises or the common areas of said casualty or rent loss insurance proceeds is not settled by the date Real Property necessary for Tenant's use and occupancy of Closingthe Premises, Seller shall execute at Closing all proofs Tenant ceases to use any portion of loss, assignments the Premises as a result of claimsuch damage, and the damage does not result from the negligence or willful misconduct of Tenant or any other similar instruments in order that Purchaser receive all of Seller’s rightTenant Parties, titlethen during the period the Premises or portion thereof are rendered unusable by such damage and repair, Tenant's Monthly Rent and Additional Rent under Paragraphs 5 and 7 above shall be proportionately reduced based upon the extent to which the damage and repair prevents Tenant from conducting, and interest in Tenant does not conduct, its business at the Premises, except that (i) such abatement requirement shall apply only until such time as Landlord has completed the restoration work required to be performed by Landlord and under said (ii) such abatement shall be limited to the proceeds of rental interruption insurance proceedsreceived by Landlord with respect to the Premises. A total destruction of the Building shall automatically terminate this Lease. In no event shall Tenant be entitled to any compensation or damages from Landlord for loss of use of the whole or any part of the Premises or for any inconvenience occasioned by any such destruction, rebuilding or restoration of the Premises, the Building or access thereto, except for the rent abatement expressly provided above. Tenant hereby waives California Civil Code Sections 1932(2) and 1933(4), providing for termination of hiring upon destruction of the thing hired and Sections 1941 and 1942, providing for repairs to and of premises.

Damage or Destruction. If Tenant shall give Landlord immediate notice of any damage to the Premises. Subject to the provisions of Section 9 of this Lease, if the Premises or the Building shall be damaged to such an extent that there is substantial interference for a period exceeding 180 consecutive days with the conduct by Tenant of its business at the Premises, Tenant, at any time prior to commencement of repair of the Building and following 10 days' notice to Landlord, may terminate this Lease effective 30 days after delivery of such notice to Landlord. Such termination shall not excuse the performance by Tenant of those covenants which under the terms hereof survive termination. Rent shall be abated in proportion to the degree of interference during the period that there is such substantial interference with the conduct of Tenant's business at the Premises. Abatement of rent and Tenant's right of termination pursuant to this provision shall be Tenant's sole remedy for failure of Landlord to keep in good order, condition and repair the foundations and exterior walls of the Building, the roof of the Building, utility systems outside the Building and the Common Areas. Tenant's termination rights under Section 9 of this Lease shall not apply if the damage to the Premises or the Building is the result of any act or omission of Tenant or of any of the Improvements Tenant's agents, employees, customers, invitees or contractors (collectively, "Tenant Acts"). Any damage resulting from a Tenant Act shall be destroyed promptly repaired by Tenant. Landlord, at its option, may at Tenant's expense repair any damage caused by Tenant Acts. Tenant shall continue to pay all Rent and other sums due hereunder and shall be liable to Landlord for all damages that Landlord may sustain resulting from a Tenant Act. Notwithstanding the foregoing: (a) Landlord shall have the right, at Landlord's sole option, to be exercised by giving notice thereof to Tenant on or damaged prior before that date which is 60 days after the occurrence of any damage to the ClosingBuilding due to fire or other casualty, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more to terminate this Lease as of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller date of such damage or destruction, elect to terminate this Agreementif Landlord shall determine, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rightsLandlord's sole but reasonable judgment, duties, obligations, and liabilities of that all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more substantially all of the Leases), Building shall have been damaged as a result of such fire or other casualty; and (b) Except if the sale holder of any Mortgage (as defined in Section 15.11 of this Lease) shall require that the proceeds of insurance be applied to the repayment of the Property is consummatedindebtedness secured by the Mortgage rather than to the restoration of the Property, Purchaser Landlord shall be entitled to receive use all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by Landlord as a result of the date occurrence of Closing a fire or other casualty with respect to the Building for the restoration of the Building in a timely and diligent manner. Nothing set forth in the preceding terms and conditions of Section 9 of this Lease shall be paid construed to obligate Landlord to utilize any funds other than insurance proceeds received by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount Landlord as a result of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over occurrence of a fire or other casualty with respect to Purchaser, and assign to Purchaser, all proceeds the Building in connection with any restoration of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled Building undertaken by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLandlord.

Damage or Destruction. If at any time during the Lease term the Leased Premises shalt be damaged or destroyed in whole or in part by fire or other casualty so as to render any portion of the Improvements shall be destroyed or damaged prior to the Closing, Leased Premises wholly unfit for occupancy and if the Leased Premises cannot be repaired by Landlord and Tenant within ninety (90) construction days from the happening of said damage, then either party may elect within ten (10) business days from the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more date of the Leasescasualty, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event Lease on the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive tenth (10th) business day after such terminationelection. If Purchaser does the Lease is not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller terminated by reason of such destruction casualty, then Landlord shall repair and restore the Building and such portions of the Leased Premises as are insured by Landlord pursuant hereto. Tenant shall be responsible for refurbishing, restoring or damage under repurchasing its personal property located within the Leased Premises. Tenant and Landlord shall act with all reasonable speed and promptness, subject to delays arising from shortage of labor or material, acts of God, war or other conditions beyond Landlord's reasonable control, to repair and restore the Building. In the event that neither party elects to terminate this Lease, Landlord shall be only required to expend for Tenant improvements the proceeds of any policy of insurance on Tenant's leasehold improvements required to be maintained held by Seller Landlord pursuant to Paragraph 10 hereof (less amounts this Lease. Landlord shall hold such proceeds in trust for use in the restoration and replacement of insurance theretofore received Tenant's leasehold improvements. Rent shall abaxx xxoportionately during the period that Landlord is performing its restoration for any portion of the Leased Premises that is unfit for use by Tenant in the ordinary conduct of its business. Landlord and applied by Seller Tenant agree to costs actually incurred for restoration)cooperate, one with the other, to repair and restore the Building and the Leased Premises with all due haste. Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing To that end, Tenant, and Tenant's contractor shall be paid by Seller given access to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments Leased Premises as soon as possible in order that Purchaser receive all of Seller’s rightto repair, title, restore and/or install or reinstall Tenant's trade fixtures and interest in and under said insurance proceedspersonalty.

Damage or Destruction. SECTION 7.01 In the event that the Demised Premises or any part thereof are ------------ damaged or destroyed by fire or any other casualty, Tenant shall promptly give written notice thereof to Landlord. If any of the Improvements Building is totally destroyed or so extensively and substantially damaged as to require practically a rebuilding thereof, Landlord shall have the option to terminate this Lease or rebuild, which option shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, exercised by written notice given to Seller Tenant within twenty forty-five (2045) days after receipt of written notice from Seller the date of destruction; provided, Tenant shall have the option to terminate this Lease if the Demised Premises are not restored within six (6) months of the date of destruction. If this Lease is terminated then the rent shall be paid up to the time of such destruction and then and from thenceforth this Lease shall come to an end. If Landlord opts to rebuild then no rent shall be payable hereunder from the date of destruction until the Demised Premises is restored (which shall be the earlier of the date Tenant re-enters into occupancy or the date of a certificate of occupancy is issued). If the Demised Premises shall be partially damaged by fire, the elements or other casualty, Landlord shall repair the same as speedily as practicable, provided the proceeds of insurance are an amount equal to or greater than the cost of such repair (unless Landlord chooses to complete the repairs notwithstanding the insufficiency of insurance proceeds). In the event of partial damage or destruction, elect to terminate this Agreement, in which event Tenant's rent payment shall be pro-rated based on the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more portion of the Leases)Demised Premises suitable for occupancy, and until such time as the sale of Demised Premises are restored, when the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller Tenant shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments as elsewhere provided in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsthis Lease.

Damage or Destruction. If any of Landlord shall restore the Improvements shall be destroyed or damaged prior Premises, if damaged, to the Closingextent of available insurance proceeds and with reasonable dispatch unless Landlord shall, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars within sixty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (2060) days after receipt the damage occurs, elect by notice to Tenant not to restore or rebuild. If Landlord so elects not to restore or rebuild, this Lease shall terminate as of written notice the date of such election. Tenant shall have no claim against Landlord arising from Seller such termination or for the value of any unexpired Term of this Lease, except that any prepaid Rent shall be refunded by Landlord to Tenant. If Landlord restores or rebuilds, Rent shall xxxxx during the time of such work in proportion to the extent the Premises shall be untenantable or it shall be impracticable to conduct business therein. In no event shall Landlord be responsible to repair, restore or rebuild any leasehold improvements, personal property, fixtures, machinery or equipment of Tenant. In the event Landlord undertakes to restore or rebuild the Premises following such damage or destruction, elect but fails to substantially complete such restoration or repair within six (6) months after such undertaking, Tenant may, at its option upon not less than fifteen (15) days notice to Landlord during which time such restoration or rebuilding is not substantially completed, terminate this AgreementLease, in which event neither party being thereafter obligated to the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedshereunder.

Damage or Destruction. If In the event improvements on the premises are damaged by any casualty which is covered under an insurance policy required to be maintained pursuant to Paragraph 12, then Landlord may, at Landlord's option, either (a) repair such damage as soon as reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect, or (b) give written notice to Tenant within thirty (30) days after the date of occurrence of such damage of Landlord's intention to cancel and terminate this Lease as of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more date of the Leasesoccurrence of the damage. In the event Landlord elects to terminate this Lease, Purchaser may, by written notice given to Seller Tenant shall have the right within twenty ten (2010) days after receipt of written the required notice from Seller to notify Landlord in writing of Tenant's intention to repair such damage or destructionat Tenant's expense, elect to terminate this Agreementwithout reimbursement from Landlord, in which event the Xxxxxxx Money this Lease shall immediately be returned to Purchaser continue in full force and the rights, duties, obligationseffect, and liabilities of all parties hereunder Tenant shall immediately terminate and be of no further force or effect except those that expressly survive proceed to make such terminationrepairs as soon as reasonably possible. If Purchaser Tenant does not elect to give such notice within the ten (10) day period this Lease shall be cancelled and terminated as of the date of the occurrence of such damage. If the premises are totally destroyed during the term of this Lease from any cause whether or not covered by the insurance required under Paragraph 12 (including any destruction required by any authorized public authority), this Lease shall automatically terminate as of the date of such total destruction. If the premises are partially destroyed or damaged during the last six (6) months of the term of this Lease, Landlord may, at Landlord's option, cancel and terminate this Agreement lease (sic) as of the date of the occurrence of the damage by giving written notice to Tenant of Landlord's election to do so within thirty (30) days after the date of occurrence of such damage by fire or other cause, or to make any restoration or replacement of any panelings, decorations, office fixtures, partitions, railings, ceilings, floor covering, equipment, machinery or fixtures or any other improvements or property installed in the premises by Tenant or at the direct or indirect expense of Tenant. Tenant shall be required to restore or replace same in the event of damage. If the premises are partially destroyed or damaged and Landlord or Tenant repairs them pursuant to this Paragraph 19Lease, or has no right the rent payable hereunder for the period during which such damage and repair continues shall be abated in proportion to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more extent which Tenant's use of the Leases)premises is impaired. Except for abatement of rent, and the sale of the Property is consummatedif any, Purchaser Tenant shall be entitled to receive all insurance proceeds paid or payable to Seller have no claim against Landlord for any damage suffered by reason of such destruction damage, destruction, repair or damage under restoration. If Landlord shall be obligated to repair or restore the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received premises and applied by Seller to costs actually incurred for restoration). Seller shall not settle commence such repair or release restoration within ninety (90) days after such obligation shall accrue, Tenant may, at Tenant's option, cancel and terminate this Lease by written notice to Landlord at any damage time prior to the commencement of such repair or destruction claims without obtaining Purchaser’s prior written consent in each caserestoration. All said insurance proceeds received by Seller by In such event this Lease shall terminate as of the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsnotice.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's reasonable opinion, be completed within two hundred ten (210) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business. However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be destroyed or damaged prior no abatement of rent. Upon the occurrence of any damage to the ClosingPremises, and Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in Landlord's reasonable opinion, be completed within two hundred ten ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20210) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. Finally, and liabilities if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of all parties hereunder the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect have the option to terminate this Agreement pursuant Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage and if the Premises is damaged to any substantial extent during the last twelve (12) months of the Term, Tenant shall have the option to terminate this Paragraph 19Lease by giving written notice to Landlord of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingnegligence or willful misconduct of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party’ designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if either the 26642 Building or the 26672 Building shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in which event this Article 16 to the Xxxxxxx Money contrary, Landlord shall immediately be returned have the option to Purchaser and terminate this Lease by giving written notice to Tenant of the rights, duties, obligations, and liabilities exercise of all parties hereunder shall immediately terminate and be such option within sixty (60) days after Landlord learns of no further force or effect except those that expressly survive the necessity for repairs as the result of such terminationdamage. If Purchaser does not Tenant may elect to terminate this Agreement pursuant Lease in the event of a total destruction of either the 26642 Building or the 26672 Building by notifying Landlord in writing of such termination within thirty (30) days after the event of destruction, such notice to include a termination date not later than sixty (60) days after the date of such notice. Except as provided in this Paragraph 19Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any of the Improvements premises or the Building shall be damaged or destroyed or damaged prior by any cause insured against under a standard form policy of fire and extended coverage insurance with all-risk subject to the Closingstandard policy exclusions ("Landlord's Fire Policy"), such that they are untenantable and if either cannot be rendered tenantable with 180 days from tile date of such destruction or damage in Landlord's sole and absolute judgement, this Lease may be terminated by Landlord by notice hereinafter provided. Within forty-five (45) days from the estimated cost date of repair such destruction or replacement exceeds Two Hundred Fifty Thousand Dollars damage Landlord shall give notice to Tenant as to whether or not in Landlord's good faith estimate the Premises and/or the Building can be rendered tenantable with 180 days from tile date of such destruction or damage- If the Premises and/or the Building cannot in Landlord's good faith estimate be made tenantable within said 180-day period, then within seventy-five ($250,000.0075) days from such destruction or damage, Landlord may give notice to Tenant that this Lease is to be terminated, which notice shall be effective ten (10) days thereafter. In case the damage results in the or destruction be not such as to permit termination of one this Lease as above provided, or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money Landlord shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant Lease within said 75-day period, Landlord shall with due diligence render the Premises tenantable, and a proportionate reduction shall be made in the rent herein reserved corresponding to this Paragraph 19the time during which and to the portion of the Premises of which Tenant shall be deprived of possession by only to the extend of Landlord's recovery for lost rent from the Premises under any rental loss insurance maintained by Landlord, Landlord shall have no obligation to pay for the repair or has no right to terminate this Agreement (because the restoration of damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in to the termination of one Premises or the Building caused by fire or other casualty more than the amount of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds actually received by or paid or payable to Seller for the benefit of Landlord by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received If the premises or the Building shall be damaged or destroyed by Seller any cause other than a cause insured under Landlord's Fire Policy, then Landlord shall have the right exercisable by notice to Tenant within thirty (30) days after such damage or destruction to terminate this lease effective as of the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsnotice.

Damage or Destruction. If the Building should be damaged by fire, tornado or other casualty, Tenant shall give immediate written notice thereof to Landlord. Landlord shall proceed with reasonable diligence to rebuild and repair the Building to substantially the condition in which it existed prior to such damage; except that Landlord shall not be required to rebuild, repair or replace any part of the Improvements subsequent additions, fixtures or other improvements which may have been made on or to the Premises by Tenant including without limitation, any computer support system. Rent (including Impositions) shall be destroyed or damaged prior to the Closing, and if either the estimated cost abated during any period of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more reconstruction of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice Premises and Landlord shall obtain reimbursement from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the business interruption insurance required to be maintained procured by Seller pursuant Landlord under Section 13.02. If Landlord should fail to Paragraph 10 hereof (less amounts of insurance theretofore received complete such repairs and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by rebuilding within 365 days from the date upon which Landlord was notified by Tenant of Closing such damage, Tenant may, at its option, terminate this Lease by delivering written notice of termination to Landlord as Tenant's exclusive remedy for Landlord's inability to timely repair or rebuild, whereupon all rights and or obligations hereunder shall cease and terminate. Should construction be delayed because of changes, deletions or additions in construction requested by Tenant, strikes, lockouts, casualties, acts of God, war, material or labor shortages, governmental regulations or control, or causes beyond the reasonable control of Landlord, the period of restoration, repair or rebuilding shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance extended for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds which Landlord is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsso delayed.

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be destroyed or damaged prior repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that repairs can be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if either the estimated damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If, however, the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser and Premises are affected, if the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord’s insurance policies. However, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to this Paragraph 19Landlord’s termination right as provided above, or has no right and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than ten (10) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more Lease by written notice to Landlord effective as of the Leases)date specified in Tenant’s notice. Finally, and if the sale Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Property is consummatedTerm, Purchaser then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall be entitled have the option to receive all insurance proceeds paid or payable terminate this Lease by giving written notice to Seller by reason Tenant of the exercise of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof option within sixty (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii60) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount days after Landlord learns of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds necessity for repairs as the result of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.such

Damage or Destruction. If In the event that the Building and/or the Premises are damaged or destroyed (partially or totally) by fire or casualty, Landlord shall promptly and diligently complete the repair and reconstruction of such Building and/or the Premises (excluding any of the Improvements improvements made by Tenant at Tenant’s cost, and Tenant’s Property) to their condition and character immediately prior to such fire or casualty (collectively, “Landlord’s Restoration Obligations”), and all proceeds from Tenant’s insurance carried in accordance with this Lease shall be destroyed applied by Tenant for Landlord’s Restoration Obligations. Within thirty (30) days after the casualty, Landlord shall deliver to Tenant a certificate from Landlord’s architect or damaged prior engineer specifying the time it shall take Landlord to complete Landlord’s Restoration Obligations. If Landlord’s Restoration Obligations can not be completed within one hundred eighty (180) days following the Closingdate of damage or destruction, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser Tenant may, by written notice given to Seller within twenty thirty (2030) days after receipt of Landlord’s notice, terminate this Lease by delivering written notice from Seller thereof to Landlord. In the event that Landlord fails to complete Landlord’s Restoration Obligations within one hundred eighty (180) days after the date of damage or destruction, Tenant shall have the right to terminate this Lease by delivering notice thereof to Landlord and this Lease shall terminate on the thirtieth (30th) day after Landlord’s receipt of such notice; provided, however, if Landlord completes Landlord’s Restoration Obligations prior to the end of such thirty (30) day period, Tenant’s election to terminate this Lease shall be null and void and this Lease shall continue in full force and effect. Notwithstanding the foregoing, if during or after the thirteenth (13th) Lease Year of the initial Term or during the last Lease Year of any Option Term, the Premises are damaged or destroyed either Landlord or Tenant may, within sixty (60) days following the date such damage or destruction occurs, terminate this Lease by written notice to the other party. The provisions of this Article X to the contrary notwithstanding, if this Lease is terminated in accordance with this Article X, and Landlord elects to rebuild the Building or substantially similar improvements in the Premises within two (2) years after the date of such damage or destruction, elect Landlord shall first offer such space in the Premises to terminate this Agreement, Tenant before marketing such space in any other manner on terms no less favorable than those under which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive Landlord will market such terminationspace. If Purchaser does not elect to terminate this Agreement Lease is terminated pursuant to this Paragraph 19Article X, Tenant shall surrender possession of the Premises within sixty (60) days after notice of termination is duly given, and all obligations of either party hereunder, including any obligation of Tenant to pay Rent or other charges, shall terminate as of the date of such damage or destruction, except for obligations (such as indemnity obligations) which, by their terms survive the expiration or termination of this Lease. Landlord shall promptly refund to Tenant any unearned Rent paid, or has no right Tenant shall promptly pay to terminate this Agreement (because Landlord any unpaid Rent then accrued. Following the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination date of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaserand during the period in which Landlord’s prior written consent in each case. All said insurance proceeds received by Seller by Restoration Obligations have not been completed, all Rent shall axxxx from the date of Closing shall be paid such damage or destruction until the date which is ninety (90) days after Landlord has completed Landlord’s Restoration Obligations, in proportion to the part of the Premises that is unfit for use by Seller to Purchaser at Closing, together with Tenant. During the lesser period between Landlord’s completion of (iii) that amount necessary to cover any difference between the amount of such proceeds Landlord’s Restoration Obligations and the estimated cost recommencement of repair or replacementTenant’s obligation to pay Rent without abatement, Tenant and Tenant’s employees, agents and contractors shall have the right to enter upon the Premises for the purpose of erecting, constructing, or (iv) installing such improvements, alterations, fixtures, equipment and furniture as Tenant deems necessary for resuming business in the amount of the deductible under Seller’s property damage insurance policyPremises. In additionthe event Rent shall completely axxxx for any period pursuant to the provisions of this Lease, at Closing, Seller the Term shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance toll for the period of such abatement, in which event, the monthly installments of Rent following the end of the period of such abatement shall recommence and thereafter continue at the same Rent rate that was in effect at the time commencing on of such abatement; the remaining scheduled increases of Rent shall be postponed for the period of such abatement to reflect such tolling, the expiration date of Closing, if any. If the amount then applicable Term (whether the initial Term or any Option Term) and the commencement and expiration dates of said casualty or rent loss insurance proceeds is not settled by any subsequent Option Terms shall be extended for the date period of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssuch abatement.

Damage or Destruction. If any of In the Improvements shall be event the leased Premise are destroyed or damaged by fire, cyclone, flood or other storm, explosion, earthquake or other casualty from any cause (“Casualty Event”) so as to render the Leased Premise unfit for use and occupancy in Landlord’s reasonable judgement, then Landlord may elect either to (i) repair or rebuild and put the Leased Premise in good condition and fit for occupancy within one hundred eighty (180) days after the Casualty Event, or (ii) terminate this Lease, Landlord shall notify Tenant within thirty (30) days of the Casualty Event of Landlord’s intention to repair or rebuild or to terminate this Lease. If Landlord elects to repair or rebuild, it shall proceed with reasonable diligence to restore the Leased Premise to substantially the same condition in which they were immediately prior to the ClosingCasualty Event. Tenant shall be responsible for the installation of Tenant’s furniture, equipment and other personal property. If Landlord elects to terminate this Lease, then this Lease shall terminate effective as the of the date of the Casualty Event, and if either the estimated cost of Rent and other charges payable by Tenant shall be adjusted as such date. If Landlord fails to repair or replacement exceeds Two Hundred Fifty Thousand Dollars rebuild and put the Leased Premise in good condition and fit for occupancy within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of the Casualty Event (the “Reconstruction Period”). Tenant may terminate this Lease by giving written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event termination within thirty (30) days after the Xxxxxxx Money shall immediately be returned to Purchaser and expiration of the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationReconstruction Period. If Purchaser does not elect Xxxxxx fails to terminate give notice of termination within said thirty (30) day period, this Agreement pursuant to this Paragraph 19Lease shall continue. Provided, however, if Landlord is delayed in the commencement or progress of the work of repair and rebuilding by the act or omission of Tenant or Tenant’s employees or contractors, or has no by labor disputes, fire, unusual delay in deliveries, unavoidable casualties and other causes beyond Landlord’s control, the Reconstruction Period shall be extended by the number of days Landlord is delayed. Tenant shall have the right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted Lease in the termination of event (i) Landlord notifies Tenant that it cannot restore or repair the Leased Premise after a Casualty Event within one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof hundred eighty (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by 180) days following the date of Closing shall be paid by Seller the Casualty, or (ii) Landlord fails to Purchaser at Closingrestore or repair the leased Premise after a Casualty Event within one hundred eighty (180) days following the date of the Casualty, together with the lesser of or (iii) that amount necessary to cover any difference between such Casualty occurs during the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount last year of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of original Lease term or during any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsrenewal Term.

Damage or Destruction. If the Premises shall be damaged or destroyed by fire or other cause, the same shall be repaired or replaced or restored to the condition the same were in immediately preceding such fire or other cause by, and at the expense of, Sublandlord, but only to extent that Sublandlord has received insurance proceeds sufficient therefor, and the Basic Rent or Operating Expenses and any other charges shall, until such repairs have been made, be abated as to the part of the Improvements Premises which is unusable by Subtenant on a just and equitable basis. Such repairs shall be destroyed made promptly subject to reasonable delay which may arise by reason of adjustment of insurance on the part of Sublandlord and for delay on account of labor troubles or damaged prior any other cause beyond Sublandlord's control. Sublandlord shall not be liable for any inconvenience or annoyance to Subtenant or injury to the Closingbusiness of Subtenant resulting from delays in repairing such damage, except that Sublandlord agrees to use its best efforts to procure such insurance proceeds and to repair such damage expeditiously, and if except that Sublandlord shall not unreasonably interfere with Subtenant's business in making such repairs. If the common areas are totally damaged or are rendered wholly untenantable by fire or other cause so that they cannot reasonably be expected to be restored or rebuilt within a four (4) month period, either the estimated cost of repair Sublandlord or replacement exceeds Two Hundred Fifty Thousand Dollars Subtenant may within thirty ($250,000.0030) or the damage results in the termination of one or more days of the Leasesoccurrence of such damage, Purchaser mayterminate this Lease upon thirty (30) days prior notice in writing to the other. Notwithstanding anything to the contrary in this Lease contained, if Sublandlord shall not have completed repair of such damage within four (4) months from the occurrence of such fire or other casualty, Subtenant may terminate this Lease by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate Sublandlord and thereafter this Agreement, in which event the Xxxxxxx Money Lease shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationeffect. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in Upon the termination of one this Lease under the condition herein provided for, Subtenant's liability for Basic Rent or more Operating Expenses accruing thereafter shall cease as of the Leases), and day following the sale casualty. Sublandlord shall not be obligated to expend funds to repair or replace the common areas in an amount in excess of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount as a result of such proceeds and the estimated cost of repair damage or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsdestruction.

Damage or Destruction. a. If at any time during the term of this Lease there is damage or destruction for which the Improvements shall be destroyed or damaged prior cost to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars is twenty-five percent ($250,000.0025%) or the damage results in the termination of one or more of the Leasesreplacement value of the Premises or of the entire Building (a “Casualty”), Purchaser mayLandlord shall within, by written notice given to Seller within twenty thirty (2030) days after Landlord’s receipt of notice from Landlord’s insurer of its determination of the insurer’s proposed coverage of the Casualty, provide written notice from Seller of such to Tenant (“Repair Notice”) stating the anticipated period for repairing the damage and whether Landlord has elected to repair the damage or destructionterminate this Lease. The Repair Notice shall be accompanied by a certified statement executed by a contractor retained by Landlord to complete the repairs, or, if Landlord has not retained a contractor, a licensed contractor not affiliated with Landlord, certifying the contractor’s estimate of the anticipated period for repairing the Casualty. Landlord may elect to terminate this AgreementLease if (i) the contractor’s estimated period for repairing the casualty exceeds one hundred eighty (180) days from the date of Casualty, in which event or (ii) the Xxxxxxx Money shall immediately Casualty is caused by a peril not required to be returned insured against by this Lease and is not actually insured against, or (iii) the insurance proceeds plus deductible amount will not be sufficient to Purchaser and repair the rights, duties, obligations, and liabilities Casualty (based upon the estimated cost to repair prepared by the contractor providing the estimate of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationthe time period to repair). If Purchaser does Landlord may not elect to terminate this Agreement Lease under this Article unless Landlord also elects to terminate the leases of all similarly situated tenants, provided that Landlord has the right under each applicable lease to terminate based on the extent of the Casualty. Tenant may elect to terminate this Lease if the contractor’s estimated period for repairing the casualty exceeds one hundred eighty (180) days from the date of Casualty. If the Repair Notice indicates that the anticipated period for repairing the Casualty exceeds one hundred eighty (180) days from the date of Casualty, Tenant may elect to terminate this Lease by providing written notice to Landlord within ten (10) days after Tenant’s receipt of the Repair Notice. If this Lease is not terminated pursuant to this Paragraph 19Section, or has no right Landlord shall diligently commence repair and restoration and prosecute the same to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedscompletion.

Damage or Destruction. If the Premises or the building of which the same are a part are damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deed of trust covering the Premises or the property of which the same are a part, the damage shall be repaired by and at the expense of Landlord to the extent of such Insurance proceeds available therefor, provided such repairs can, in Landlord's sole opinion, be made within sixty (60) days after the occurrence of such damage without the payment of overtime or other premiums, and until xx.xx repairs are completed the rent shall be abated In proportion to the part of the Improvements Premises which is unusable by Tenant In the conduct of Its business (but there sh~1I not be abatement of rent by reason of any portion of the Premises being unusable for a period equal to one day or less). If the .damage IS ,due to the fault or neglect of the Tenant or its employees, agents or invites, there shall be destroyed or damaged prior to no abatement of rent. If repairs. cannot, in Landlord s sole Opinion,. be ~ade within sixty (60) days, Landlord may at its option make them within a reasonable time and In such~ event this lease shall continue In effect and the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results rent hereunder shall be apportioned in the termination of one or more manner provided above. Landlord's election to make such repairs must be evidenced ?y written notice to Tenant within thirty (30) days after the occurrence of the Leasesdamage. If Landlord does not so elect to make such repairs which cannot be made within sixty (60) days, Purchaser then either party may, by written notice given to Seller within twenty (20) days after receipt the other, cancel this lease as of written notice from Seller the day of the occurrence of such damage damage. A total destruction of the building in which the Premises are located shall, at t.he optlon of either Landlord or destructionTenant, elect to terminate this Agreementlease. Except as provided in this Article, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser there shall be entitled to receive all insurance proceeds paid or payable to Seller no abatement of rent and no liability of Landlord by reason of such destruction injury to or damage interference with Tenant's business or property arising from the making of. any repairs,. alterations, or Improvements In or to any portion of the building or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands and agrees that Landlord shall have no obligation to carry insurance of any kind on Tenant's merchandise, furniture .and furnishings, or on any fixtures or equipment removable by Tenant under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts provisions of insurance theretofore received this lease, and applied by Seller to costs actually incurred for restoration). Seller that Landlord shall not settle be obligated to make any repairs thereto or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by to replace the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssame.

Damage or Destruction. If any Tenant shall notify the Landlord of the Improvements shall be destroyed or damaged prior to the Closingexact cause, nature, and if either extent of any damage for which Tenant may make an insurance claim or other material damage immediately upon the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller occurrence of such damage to any part of the Premises. Tenant shall further notify Landlord within thirty (30) days of the occurrence of such damage if it desires not to repair, replace or destructionrebuild the Premises as necessary to restore the Premises to substantially the same condition that the Premises were in as of the Commencement Date based upon the original Final Plans as constructed, including any changes necessary to comply with the then current governmental laws, rules, ordinances, and regulations ("Original Condition"). Upon receipt of such notice, Landlord may elect to either terminate this Agreementthe Lease and retain all insurance proceeds or require Tenant to repair,replace or rebuild. Unless Landlord elects to terminate the Lease within forty-five (45) days of Landlord's receipt of Tenant's notice regarding the occurrence of damage, in which event Tenant shall promptly repair, replace and rebuild the Xxxxxxx Money shall immediately be returned Premises to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationtheir Original Condition at Tenant's expense. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19Tenant repairs, replaces or has no right to terminate this Agreement (because rebuilds the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases)Premises, and the sale of the Property is consummated, Purchaser Tenant shall be entitled to receive all the net insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller carried pursuant to Paragraph 10 hereof (less amounts Section 14.1(b) with respect to such damage and Tenant shall pay any costs in excess of such net insurance theretofore received proceeds which are incurred to restore the Premises to their Original Condition except that Tenant shall not pay to the extent that any such insurance proceeds are retained by Landlord's lender and applied by Seller to costs actually incurred for restoration)Landlord's loan. Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by If the date of Closing Landlord elects to terminate the Lease Term, the Lease shall be paid by Seller deemed to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing have expired on the date of Closingnotice of loss, if any. If and all insurance proceeds, plus the amount of said casualty or any deductible under the insurance policies, shall be paid to and retained by the Landlord. There shall be no abatement of Rent unless and to the extent that Landlord receives rent loss insurance proceeds is not settled from the insurance purchased by Tenant. In no event shall Landlord be required to make any repairs, replacements, or rebuild any portion of the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises.

Damage or Destruction. If any Except as provided below, in the event of fire or other damage to the Improvements, Homeowner shall take all steps necessary to ensure the repair of such damage and the restoration of the Improvements shall be destroyed or damaged to their condition immediately prior to the Closingdamage. All such repairs and restoration shall be completed as promptly as possible. Homeowner shall also promptly take all steps necessary to ensure that the Leased Premises are safe and that the damaged Improvements do not constitute a danger to persons or property. If Homeowner, using reasonable judgment and if relying on professional estimates, determines either (a) that full repair and restoration is physically impossible, or (b) that the estimated available insurance proceeds will pay for less than eighty percent (80%) of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars and restoration ($250,000.00) or provided Homeowner has fulfilled all the damage results hazard insurance requirements set forth in the termination of one or more of the LeasesSection 9.4 above), Purchaser may, then Homeowner may terminate this Lease by written notice to IHT given to Seller within twenty not later than sixty (2060) days after receipt the event that caused the damage. However, such termination shall not be effective until ninety (90) days after the date upon which the notice is received by IHT. During this ninety (90) day period, IHT may seek an adjustment from the insurer so as to increase the available insurance proceeds to an amount covering at least eighty percent (80%) of the cost of repair and restoration. If successful in securing such adjustment, IHT may render Homeowner’s termination notice null and void by written notice from Seller to Homeowner within such ninety (90) day period. If IHT fails to nullify the termination notice in this way, then this Lease shall terminate at the expiration of the ninety (90) day period, and any insurance proceeds payable to Homeowner on account of such damage or destructionshall be paid as provided below. The insurance proceeds shall be paid first to cover any expenses of collecting the proceeds. Remaining proceeds shall be paid first to Permitted Mortgagee to the extent required by the Permitted Mortgage, elect with the balance then paid to terminate this Agreementthe Homeowner, in which event provided that the Xxxxxxx Money shall immediately be returned total amount paid to Purchaser the Homeowner and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction Permitted Mortgagee does not exceed Two Hundred Fifty Thousand Dollars the then applicable Purchase Option Price ($250,000.00as of immediately prior to the damage) and has not resulted in calculated according to the termination provisions of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason Article 10 below. The balance of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing proceeds, if any, shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsIHT.

Damage or Destruction. If any the Premises or other improvements situated on the Property should be in part or in whole damaged or destroyed by fire, tornado or other casualty, Tenant shall immediately give written notice thereof to Landlord. If the Premises or other improvements situated on the Property should be damaged by fire, tornado or other casualty but to such an extent that rebuilding or repairs can reasonably be completed within one hundred eighty (180) days from the date Tenant delivers written notification to Landlord of the Improvements happening of the damage, this Lease shall be destroyed not terminate, but Landlord shall, at its sole cost and expense, proceed forthwith and use reasonable diligence to rebuild or damaged repair such Premises and other improvements on the Property to substantially the condition in which they existed prior to such damage; provided, however, if the Closing, and if either casualty occurs during the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars final six ($250,000.006) or the damage results in the termination of one or more months of the LeasesLease Term, Purchaser may, by written notice given Landlord shall not be required to Seller rebuild or repair such damage unless Tenant shall exercise its renewal option within twenty fifteen (2015) days after the date of receipt by Tenant of written notice from Seller the notification of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and occurrence of the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationdamage. If Purchaser Tenant does not elect to exercise its renewal option or if there is no renewal option contained herein or previously unexercised at such time, this Lease shall terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because at the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) option of Landlord and has not resulted in rent shall be abated for the termination of one or more unexpired portion of the Leases)Lease, and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by effective from the date of Closing actual receipt by Landlord of the written notification of the damage. If the Premises and other improvements are to be rebuilt or repaired and are untenable in whole or in part following such damage, the rent payable hereunder during the period in which they are untenable shall be paid abated with respect to that portion of the Premises rendered untenable during such period. If the Premises or other improvements situated on the Property should be substantially or totally destroyed by Seller to Purchaser at Closingfire, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair tornado or replacementother casualty, or so damaged that rebuilding or repairs cannot reasonably be completed within one hundred eighty (iv180) days from the amount date Tenant delivers written notification to Landlord of the deductible under Seller’s property damage insurance policy. In additionhappening of the damage, this Lease shall terminate at Closing, Seller the option either of the Landlord or Tenant and rent shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance be abated for the period unexpired portion of time commencing on this Lease, effective from the date of Closing, if anyreceipt by Landlord of such written notification. If the amount of said casualty or rent loss insurance proceeds this Lease is not settled by terminated, the date of Closing, Seller Premises and the improvements shall execute at Closing all proofs of loss, assignments of claim, be rebuilt or repaired and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsrent abated to the extent provided above.

Damage or Destruction. If any of In the Improvements event the Premises are damaged to such an extent as to render them untenantable in whole or in a substantial part thereof, or are destroyed, then Landlord shall rebuild or repair the Premises, provided that Landlord shall not be destroyed or damaged prior required to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars rebuild ($250,000.00a) if Tenant is then in default or the damage results breach of this Lease, or (b) less than one (1) year remains in the termination term of one this Lease or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19any extension thereof, or has no right to terminate this Agreement (because c) the damage or destruction does loss is not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) covered by the fire and has not resulted in the termination of one or more of the Leases), and the sale of the Property extended coverage insurance which is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant Landlord, or (d) the insurance proceeds payable for the loss are paid to Paragraph 10 hereof (less amounts any mortgage lender holding a mortgage or deed of insurance theretofore received trust upon the Property and applied by Seller are not made available to costs actually incurred Landlord for restoration)the purpose of repairing or rebuilding the Premises. Seller Tenant shall not settle give Landlord or release Landlord's agent immediate written notice of any damage or destruction claims loss. Landlord shall have not more than thirty (30) days after its receipt of notification of the loss or damage, to notify the Tenant of the existence of any of the above-stated conditions which would excuse Landlord from repairing or rebuilding the Premises. If the Premises are to be rebuilt or repaired, then within thirty (30) days following Landlord's receipt of notice of the damage or loss Landlord shall commence the repairing or rebuilding and shall prosecute the work without obtaining Purchaser’s prior written consent necessary delay, and during such period the Base Monthly Rent shall be abated in each casethe same ratio that that portion of the Premises rendered for the time being unfit for occupancy bears to the whole of the Premises. All said insurance proceeds received by Seller by If Landlord elects not to repair or rebuild the Premises because of the existence of any of the above-stated conditions, then this Lease shall terminate as of the date of Closing occurrence causing the damage. If it is reasonably determined by Landlord's contractor that the repair or rebuilding of the Premises shall be paid by Seller to Purchaser at Closingtake longer than ninety (90) days from commencement of the work, together then within thirty (30) days of Landlord's receipt of notice of the damage or loss, Landlord shall provide Tenant with the lesser written notice of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on necessary to fully repair or rebuild the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claimPremises, and other similar instruments in order that Purchaser receive all during the ten (10) day period following Tenant's receipt of Seller’s rightsuch notice, title, Tenant shall have the right and interest in and under said insurance proceedsoption to terminate this Lease.

Damage or Destruction. If In the event the Premises or the Building are damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Building and made available by the Board, Landlord, subject to the Condominium Documents, shall cause the damage to be repaired by and at the expense of Landlord to the extent of such insurance proceeds available therefor, provided such repairs can, in Landlord’s sole opinion, be made within one hundred twenty (120) days after the occurrence of such damage without the payment of overtime or other premiums. Until such repairs are completed, the rent shall be abated in proportion to the part of the Improvements Premises which is unusable and not used by Tenant in the conduct of its business; provided if the damage is due to the fault or neglect of Tenant or its employees, agents or invitees, there shall be destroyed or damaged prior to the Closingno abatement of rent. If repairs cannot, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars in Landlord’s sole opinion, be made within one hundred twenty ($250,000.00120) or the damage results in the termination of one or more days, Landlord shall notify Tenant within sixty (60) days of the Leases, Purchaser maydate of occurrence of such damage and either Landlord or Tenant, by written notice to the other given to Seller within twenty (20) days after receipt thereafter, may cancel this Lease as of written notice from Seller the date of the occurrence of such damage or destructiondamage. Except as provided in this paragraph, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser there shall be entitled to receive all insurance proceeds paid no abatement of rent and no liability of Landlord or payable to Seller the Board by reason of such destruction any injury to or interference with Tenant’s business or property arising from the making of any repairs, alterations or improvements in or to any portion of the Building, the Premises or the Common Elements, or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture and furnishings or on any fixtures or equipment removable by Tenant under the provisions of this Lease or of improvements installed in the Premises by or for Tenant, and that Landlord shall not be required to repair any injury or damage under the insurance required to be maintained caused by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle fire or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacementother cause, or (iv) to make any repairs or replacements to or of improvements installed in the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance Premises by or for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsTenant.

Damage or Destruction. 9.1.1 In case of damage to the Premises or the Building by fire or other casualty, Tenant shall give immediate notice to Landlord. If the Building is damaged by fire or any other cause to such extent that the cost of restoration, as reasonably estimated by Landlord, will equal or exceed 30% of the Improvements shall be destroyed or damaged replacement value of the Building (exclusive of foundations) just prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more occurrence of the Leasesdamage, Purchaser mayor if insurance proceeds sufficient for restoration are for any reason unavailable, by written then Landlord may no later than the sixtieth (60th) day following the damage, give Tenant a notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect election to terminate this AgreementLease. In the event of such an election this Lease shall be deemed to terminate on the third day after the giving of said notice, in which event Tenant shall surrender possession of the Xxxxxxx Money shall immediately be returned to Purchaser Premises within a reasonable time thereafter, and the rights, duties, obligations, Rent and liabilities Additional Rent shall be apportioned as of all parties hereunder the date of said surrender and any Rent paid for any period beyond said date shall immediately terminate and be of no further force or effect except those that expressly survive such terminationrepaid to Tenant. If Purchaser the cost of restoration as estimated by Landlord shall amount to less than 30% of such replacement value of the Building and insurance proceeds sufficient for restoration are available, or if despite the cost Landlord does not elect to terminate this Agreement pursuant Lease, Landlord shall restore the Building and the Premises (to this Paragraph 19the extent of improvements to the Premises originally provided by Landlord hereunder) with reasonable promptness, or has subject to delays beyond Landlord's control and delays in the making of insurance adjustments by Landlord, and Tenant shall have no right to terminate this Agreement (because Lease except as herein provided. To the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted extent that the Premises are rendered untenantable, the Rent shall proportionately xxxxx, except in the termination of one event such damage resulted from or more of the Leases)was contributed to, and the sale of the Property is consummateddirectly, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller indirectly, by the date act, fault or neglect of Closing Tenant, Tenant's contractors, agents, employees, invitees or licensees, in which event Rent shall be paid by Seller xxxxx only to Purchaser at Closing, together with the lesser extent Landlord receives proceeds from Landlord's rental income insurance policy to compensate Landlord for loss of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsrent.

Damage or Destruction. If In the event that any of the Improvements Buildings and/or the Premises are damaged or destroyed (partially or totally) by fire or casualty, Landlord shall promptly and diligently complete the repair and reconstruction of such Building and/or the Premises (excluding any improvements made by Tenant at Tenant’s cost, and Tenant’s Property) to their condition and character immediately prior to such fire or casualty (collectively, “Landlord’s Restoration Obligations”), and all proceeds from Tenant’s insurance carried in accordance with this Lease shall be destroyed applied by Tenant for Landlord’s Restoration Obligations. Within thirty (30) days after the casualty, Landlord shall deliver to Tenant a certificate from Landlord’s architect or damaged prior engineer specifying the time it shall take Landlord to complete Landlord’s Restoration Obligations. If Landlord’s Restoration Obligations can not be completed within one hundred eighty (180) days following the Closingdate of damage or destruction, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser Tenant may, by written notice given to Seller within twenty thirty (2030) days after receipt of Landlord’s notice, terminate this Lease by delivering written notice from Seller thereof to Landlord. In the event that Landlord fails to complete Landlord’s Restoration Obligations within one hundred eighty (180) days after the date of damage or destruction, Tenant shall have the right to terminate this Lease by delivering notice thereof to Landlord and this Lease shall terminate on the thirtieth (30th) day after Landlord’s receipt of such notice; provided, however, if Landlord completes Landlord’s Restoration Obligations prior to the end of such thirty (30) day period, Tenant’s election to terminate this Lease shall be null and void and this Lease shall continue in full force and effect. Notwithstanding the foregoing, if during or after the thirteenth (13th) Lease Year of the initial Term or during the last Lease Year of any Option Term, the Premises are damaged or destroyed either Landlord or Tenant may, within sixty (60) days following the date such damage or destruction occurs, terminate this Lease by written notice to the other party. The provisions of this Article X to the contrary notwithstanding, if this Lease is terminated in accordance with this Article X, and Landlord elects to rebuild the Buildings or substantially similar improvements in the Premises within two (2) years after the date of such damage or destruction, elect Landlord shall first offer such space in the Premises to terminate this Agreement, Tenant before marketing such space in any other manner on terms no less favorable than those under which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive Landlord will market such terminationspace. If Purchaser does not elect to terminate this Agreement Lease is terminated pursuant to this Paragraph 19Article X, Tenant shall surrender possession of the Premises within sixty (60) days after notice of termination is duly given, and all obligations of either party hereunder, including any obligation of Tenant to pay Rent or other charges, shall terminate as of the date of such damage or destruction, except for obligations (such as indemnity obligations) which, by their terms survive the expiration or termination of this Lease. Landlord shall promptly refund to Tenant any unearned Rent paid, or has no right Tenant shall promptly pay to terminate this Agreement (because Landlord any unpaid Rent then accrued. Following the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination date of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaserand during the period in which Landlord’s prior written consent in each case. All said insurance proceeds received by Seller by Restoration Obligations have not been completed, all Rent shall axxxx from the date of Closing shall be paid such damage or destruction until the date which is ninety (90) days after Landlord has completed Landlord’s Restoration Obligations, in proportion to the part of the Premises that is unfit for use by Seller to Purchaser at Closing, together with Tenant. During the lesser period between Landlord’s completion of (iii) that amount necessary to cover any difference between the amount of such proceeds Landlord’s Restoration Obligations and the estimated cost recommencement of repair or replacementTenant’s obligation to pay Rent without abatement, Tenant and Tenant’s employees, agents and contractors shall have the right to enter upon the Premises for the purpose of erecting, constructing, or (iv) installing such improvements, alterations, fixtures, equipment and furniture as Tenant deems necessary for resuming business in the amount of the deductible under Seller’s property damage insurance policyPremises. In additionthe event Rent shall completely axxxx for any period pursuant to the provisions of this Lease, at Closing, Seller the Term shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance toll for the period of such abatement, in which event, the monthly installments of Rent following the end of the period of such abatement shall recommence and thereafter continue at the same Rent rate that was in effect at the time commencing on of such abatement; the remaining scheduled increases of Rent shall be postponed for the period of such abatement to reflect such tolling, the expiration date of Closing, if any. If the amount then applicable Term (whether the initial Term or any Option Term) and the commencement and expiration dates of said casualty or rent loss insurance proceeds is not settled by any subsequent Option Terms shall be extended for the date period of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssuch abatement.

Damage or Destruction. If any of the Improvements Premises, or a substantial part of the building in which the Premises are located, shall be damaged or destroyed by fire or damaged prior to the Closingother insured casualty, and if either the estimated cost repair of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination cannot be completed within one hundred eighty (180) days, following receipt by Landlord of one or more of the Leases, Purchaser may, by written actual notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destructiondestruction Landlord shall have the option either (a) to repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair, elect or (b) not to terminate repair or rebuild, and to cancel this AgreementLease on thirty (30) days’ notice. If Landlord fails to give Tenant written notice of its election within thirty (30) days from the date of damage, or if the restoration of the Premises cannot be completed within two hundred seventy (270) days from date of notice, Tenant may cancel this Lease at its option on three (3) days notice. During the period of untenantability rent shall xxxxx in the same ratio as the portion of the Premises rendered untenantable bears to the whole of the Premises; provided that if the damage is due to the fault or neglect of Tenant, there shall be no abatement of rent. If the Premises or the building in which event the Xxxxxxx Money Premises are located shall immediately be returned to Purchaser and the rights, duties, obligationsdamaged or destroyed by fire or other insured casualty, and liabilities repair of all parties hereunder the damage can be completed within one hundred eighty (180) days, Landlord shall immediately terminate and be of no further force repair or rebuild within a reasonable time utilizing the insurance proceeds to effect except those that expressly survive such terminationrepair. If Purchaser does not elect any part of the Premises or the building in which the Premises are located shall be damaged or destroyed by an uninsured casualty Landlord shall have the option either (a) to terminate this Agreement pursuant to this Paragraph 19repair or rebuild within a reasonable time, or has no right (b) not to terminate repair or rebuild, and to cancel this Agreement Lease on thirty (because 30) days notice. In the event of cancellation by Landlord as a result of an uninsured casualty, Tenant shall have the right, within fifteen (15) days following Landlord’s notice of cancellation, to override such cancellation by agreeing to repair the damage at Tenant’s sole cost and expense and offset such costs against Rent. In such event, the Tenant shall repair or rebuild within a reasonable time following the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsdestruction.

Damage or Destruction. If In case of damage to the Premises by fire, vandalism, malicious mischief or any other casualty, Landlord shall (unless this Lease shall be terminated as hereinafter provided) diligently proceed to make all the repairs necessary to restore the Premises (excluding any property of Tenant or improvements installed by Tenant) to substantially the same condition in which they existed immediately prior to such destruction or damage subject to delays which may arise by reason of adjustment of loss under insurance policies and delays beyond the reasonable control of Landlord; provided, however, that in no event shall Landlord be obligated to incur any costs or expenses in connection with such restoration in excess of the Improvements shall be destroyed insurance proceeds real zed by Landlord. If Landlord does not 7 substantially complete such repairs within one hundred eighty (180) days from the date of such casualty, Tenant may, within thirty (30) days thereafter, terminate this Lease effective as of the date of casualty by providing written notice thereto to Landlord. If Tenant does not so terminate the Lease within such 30-day period, or damaged if Landlord has substantially completed the repairs prior to Tenant's delivery of the Closingnotice, the Lease shall remain in full force and effect. To the extent that the Premises are rendered untenantable, the Rent shall proportionately abatx; xxovided, however, that if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results is so extensive that Tenant cannot reasonably operate its business from the Premises, the entire rent shall abatx xxxil Landlord substantially completes the repairs. If the Premises are damaged to such an extent that Landlord shall, in the termination of one its sole discretion, determine not to rebuild or more repair, Landlord may terminate this Lease upon written notice thereof within 60 days of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller date of such damage or destruction, elect to terminate this Agreementdamage, in which event the Xxxxxxx Money this Lease shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities terminate as of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing such damage, the Rent shall be paid by Seller adjusted to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If such damage and Tenant shall thereupon promptly vacate the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises.

Damage or Destruction. If In case of damage to the Premises or the Building by fire, vandalism, malicious mischief or any other occurrence or casualty, Landlord shall (unless this Lease shall be terminated as hereinafter provided) diligently proceed to repair or restore the basic Building structure and all alterations, installations, additions, hardware, nontrade fixtures and improvements, temporary or permanent, made or installed by or with the written approval of Landlord and which are or shall become the property of Landlord (except Tenant and not Landlord shall fully and completely repair any damage to and shall replace the contents of the Improvements shall be destroyed Premises such as trade fixtures, furniture, equipment or damaged other improvements belonging to Tenant), to the condition in which they existed immediately prior to such destruction or damage, to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more extent of the Leasesapplicable insurance proceeds, Purchaser maysubject to delays which may arise by reason of adjustment of loss under insurance policies and delays beyond the reasonable control of Landlord, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destructionprovided, elect to terminate this Agreementhowever, in which event that Tenant shall have the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement Lease by written notice to Landlord if Landlord has not, cannot, or will not within one hundred fifty days (because 150) of the occurrence of the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) casualty fully repair and has not restore the Building and Premises. To the extent that the Premises are rendered untenantable, the Rent and other charges shall proportionately xxxxx unless such damage resulted from or was contributed to by the act, fault or neglect of Tenant, Tenant's employees, invitees or agents in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser which event there shall be entitled no such abatement. If the damage to receive all insurance proceeds paid the Premises or payable the Building shall be so extensive that Landlord, in its sole discretion decides not to Seller by reason repair or rebuild, Landlord shall give Tenant written notice of such destruction its intent not to repair or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof rebuild within ninety (less amounts 90) days of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing such damage. Rent and other charges shall be paid by Seller adjusted to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If such damage and Tenant shall thereupon promptly vacate the amount of said casualty or rent loss insurance proceeds is not settled by Premises and neither party shall have any liability to the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order under this Lease for any obligations thereof that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedswould thereafter otherwise occur.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within two hundred ten (210) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (and if the entire Premises is rendered unusable, rent shall be destroyed completely abated as provided herein, but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in Landlord's opinion, be completed within two hundred ten ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20210) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord's insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in which event this Article 16 to the Xxxxxxx Money contrary, Landlord shall immediately have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be returned no abatement of rent and no liability of Landlord by reason of any injury to Purchaser or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and the rightsequipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, dutiesfurnishings, obligationstrade fixtures or equipment, and liabilities that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to any proceeds of all parties hereunder insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Sections 1932 and 1933 of the PersonNameplaceStateCalifornia Civil Code. This paragraph shall immediately terminate apply only in the event of damage or destruction to the Premises not arising out of the acts or omissions of tenant or its agents, employees, licensees, invitees, subtenants, affiliates, successors, assigns, contractors or subcontractors, where the Premises are rendered untenantable as a result of the damage or destruction in question and be of no further force or effect except those that expressly survive such termination. If Purchaser Landlord does not elect to terminate this Agreement Lease pursuant to the provisions above. If the estimated completion date of the repairs to the damage or destruction is greater than two hundred ten (210) days after the date Landlord learns of the damage, Tenant may elect, no later than thirty (30) days after Tenant's receipt of a certificate from Landlord describing the scope of the restoration and repair obligations and estimating the date said obligations are expected to be substantially completed so Tenant can resume normal business operations, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant's notice, which date shall be not greater than sixty (60) days after the date of delivery of Tenant's notice. Furthermore, if neither Landlord nor Tenant have terminated this Lease and the repairs are not actually completed within two hundred ten (210) days after the date Landlord learns of the damage (which one two hundred ten (210) day period shall be extended only by delays resulting from the acts or has no omissions of Tenant and/or its agents, employees, licensees, invitees, subtenants, affiliates, successors, assigns, contractors or subcontractors), Tenant shall have the right to terminate this Agreement Lease within five (because 5) business days after the end of such period, by written notice to Landlord (the "Damage Termination Notice"), effective as of the date set forth in the Damage Termination Notice (the "Damage Termination Date"), which Damage Termination Date shall not be less than five (5) business days following the end of such period. Notwithstanding the foregoing, if Tenant delivers a Damage Termination Notice to Landlord, then Landlord shall have the right to suspend the occurrence of the Damage Termination Date for a period ending thirty (30) days after the Damage Termination Date set forth in the Damage Termination Notice by delivering to Tenant, within five (5) business days of Landlord's receipt of the Damage Termination Notice, a certificate of Landlord's contractor responsible for the repair of the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in certifying that it is such contractor's good faith judgment that the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser repairs shall be entitled substantially completed within thirty (30) days after the Damage Termination Date. If repairs shall be substantially completed prior to receive all insurance proceeds paid or payable to Seller by reason the expiration of such destruction thirty (30) day period, then the Damage Termination Notice shall be of no force or damage under effect but if the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller repairs shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of substantially completed within such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.thirty

Damage or Destruction. If Except as provided in Article 9, if the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by and at the expense of the Improvements Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's opinion, be made within ninety (90) days after the occurrence of such damage without the payment of overtime or other premiums, and until such repairs are completed rent shall be destroyed or damaged prior abated in proportion to the Closingpart of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). If repairs cannot, in Landlord's opinion, be made within ninety (90) days, Landlord may, at its option, make them within a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated in the manner provided in this Article 16. Landlord's election to make such repairs must be evidenced by written notice to Tenant within thirty (30) days after the learning of the occurrence of the damage. If Landlord elects to make the repairs, Landlord shall accompany its notice of election to Tenant with a good faith estimate of the time period required to substantially complete the repair and restoration of the Premises. If Landlord estimates that the period required to substantially complete the repair and restoration of the Premises is in excess of two hundred ten (210) days, or if either the damage and destruction occurs in the last year of the term of the Lease, if the estimated cost time period to complete the repair and restoration exceeds ninety (90) days, Tenant shall have the right to terminate the Lease by giving written notice of repair or replacement exceeds Two Hundred Fifty Thousand Dollars such termination within ten ($250,000.0010) or days after the damage results in the date of Tenant's receipt of Landlord's election and good faith estimate. Tenant's failure to deliver written notice of termination of one or more the Lease within said ten (10) day period shall be deemed Tenant's waiver of the Leasessuch termination right. If Landlord does not so elect within such thirty (30) day period to make such repairs which cannot be made within ninety (90) days, Purchaser then either party may, by written notice given to Seller within twenty (20) days after receipt the other, cancel this Lease as of written notice the date of the occurrence of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from Seller of such damage or destructiondestruction or the making of any repairs, elect alterations or improvements in or to terminate this Agreementany portion of the Project or the Premises or in or to fixtures, in which event the Xxxxxxx Money shall immediately be returned to Purchaser appurtenances and the rightsequipment therein. Tenant understands that Landlord will not carry insurance of any kind for Tenant's furniture, dutiesfurnishings, obligationsfixtures or equipment, and liabilities that Landlord shall not be obligated to repair any damage thereto or replace the same. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00Sections 1932(2) and has not resulted in the termination of one or more 1933(4) of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any Except as provided below, in the event of fire or other damage to the Improvements, Lessee shall take all steps necessary to assure the repair of such damage and the restoration of the Improvements shall be destroyed or damaged to their condition immediately prior to the Closingdamage. All such repairs and restoration shall be completed as promptly as possible, working in cooperation with Lessor. Lessee shall promptly give written notice of the damage to Lessor and if shall promptly take all steps necessary to assure that the Leased Premises are safe and that the damaged Improvements do not constitute a danger to persons or property. If Lessee, using reasonable judgment and relying on professional estimates, determines either (a) that full repair and restoration is physically impossible, or (b) that the estimated available insurance proceeds will pay for less than eighty percent (80%) of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars and restoration, ($250,000.00) or the damage results in the termination of one or more provided Lessee has fulfilled all of the Leaseshazard insurance requirements set forth in Section 9.4 above), Purchaser may, then Lessee may terminate this Lease by written notice to Lessor given to Seller within twenty not later than sixty (2060) days after receipt the event that caused the damage. However, such termination shall not be effective until forty-five (45) days after the date upon which the notice is received by Lessor. During this forty-five-day period Lessor may seek an adjustment from the insurer so as to increase the available insurance proceeds to an amount covering at least eighty percent of the cost of repair and restoration. If successful in securing such adjustment, Lessor may render Lessee’s termination notice null and void by written notice from Seller to Lessee within such forty-five-day day period. If Lessor fails to nullify the termination notice in this way, then this Lease shall terminate at the expiration of the forty-five-day period, and any insurance proceeds payable to Lessee on account of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary as provided below. The insurance proceeds shall be paid first to cover any difference between expenses of collecting the amount proceeds. Remaining proceeds shall be paid to the Lessee (or its Permitted Mortgagee to the extent required by the Permitted Mortgage) up to the then applicable Lessor’s Purchase Option Price (as of immediately prior to the damage) calculated according to the provisions of Article X below. The balance of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closingproceeds, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsbe paid to Lessor.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Improvements Premises or the Project, the damage shall be destroyed or damaged prior repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided such repairs can, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars in Landlord’s sole opinion, be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or destructionother premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises or Project parking facility being unusable for a period equal to one (1) day or less). Furthermore, if the Project parking facility is damaged by fire or other casualty and if Landlord is unable to make arrangements for substitute parking for Tenant’s employees and to the extent, as a result, Tenant does not utilize all or a portion of the Premises which is not so used by Tenant’s business, Tenant’s rent shall be abated in proportion to the part of the Premises which is not so used by Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Within sixty (60) days after the date Landlord learns of the necessity for repairs as a result of damage, Landlord shall notify Tenant (“Damage Repairs Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the costs of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at is option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser and Premises are affected, if the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord’s insurance policies. However, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord’s termination rights as provided above, and if the Damage Repair Estimate indicates that repairs cannot be completed within two hundred seventy (270) days after being commenced and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s employees, agents or contractors, Tenant may elect, not later than thirty (30) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant’s notice. Finally, if the Premises or has the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project of the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Premises are partially damaged or destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, on receipt of the Improvements insurance proceeds, repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction. Landlord’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises, or the proceeds received by Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the Basic Monthly Rent59 shall be destroyed abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenantable, if any. If (a) by reason of such occurrence the Premises are rendered wholly untenantable, (b) the Premises are damaged prior as a result of a risk not covered by insurance, (c) the Premises are damaged in whole or in part during the last twelve (12) months of the Term, (d) the Premises or the Building (whether or not the Premises are damaged) is damaged to the Closing, and if either the estimated cost extent of repair or replacement exceeds Two Hundred Fifty Thousand Dollars twenty-five percent ($250,000.0025%) or the damage results in the termination of one or more of the Leasesthen-replacement value of either or to the extent that it would take, Purchaser mayin Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, or (e) insurance proceeds adequate to repair the Property are not available to Landlord for any reason, Landlord may either elect to repair the damage or cancel this Lease by written notice of cancellation within thirty (30) days after such event, and60 such notice Tenant shall vacate and surrender the Premises to Landlord. If Landlord elects to repair any such damage, any abatement of Basic Monthly Rent shall end on notice given by Landlord to Seller Tenant that the Premises have been repaired. If the damage is caused by the negligence of Tenant or Tenant’s Occupants, Basic Monthly Rent shall not xxxxx. Except for abatement of Basic Monthly Rent61, if any, Tenant shall have no claim against Landlord for any loss suffered by reason of any such damage, destruction, repair or restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises or the Building. The proceeds of all insurance carried by Tenant on Tenant’s furnishings, trade fixtures, leasehold improvements, equipment and other personal property shall be held in trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, leasehold improvements, equipment and other personal property installed in the Premises by Tenant or at the direct or indirect expense of Tenant62, Unless this select, together with rental interruption insurance in a commercially reasonable amount, (y) commercial general liability insurance with a combined single limit for bodily injury and property damage of not less than $1,000,000 per occurrence, and (z) any insurance required by law for the protection of employees of Landlord working on or around the Property (including, without limitation, worker’s compensation insurance) with no less than the limits required by law. All such insurance shall be provided by financially capable, licensed, third-party insurers. 59 and Tenant’s Share of Operating Expenses 60 within twenty thirty (2030) days after receipt of written notice from Seller 61 and Tenant’s Share of Operating Expenses 62 , unless such damage is caused by the willful misconduct or destruction, elect gross negligence of Landlord or Landlord’s employees or agents (but subject to terminate this Agreement, the waiver of subrogation provisions set forth in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement Paragraph 12) Lease is terminated by Landlord pursuant to this Paragraph 19Paragraph, Tenant shall be required to restore or has no right to terminate this Agreement (because the replace such furnishings, trade fixtures, leasehold improvements, equipment and other personal property on damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled at least a condition equal to receive all insurance proceeds paid or payable that existing prior to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsevent.

Damage or Destruction. If the Building is damaged by fire or any other cause, whether or not said fire or other cause damages the Demised Premises, to the extent that the cost of restoration, as reasonably estimated by Landlord, equals or exceeds twenty percent (20%) of the Improvements shall be destroyed or damaged replacement value of the Building (exclusive of foundations) immediately prior to the Closingoccurrence of the damage, and if either Landlord does not elect to restore the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the LeasesBuilding, Purchaser then Landlord may, by written no later than the ninetieth (90th) day following the damage, give Tenant a notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect election to terminate this Agreement. In such event, in which event this Agreement shall be deemed to terminate on the Xxxxxxx Money thirtieth (30th) day after the giving of said notice, and Tenant shall immediately be returned to Purchaser surrender possession of the Demised Premises within a reasonable time thereafter, and the rightsBasic Monthly Rental and any Additional Rent shall be apportioned as of the date of said surrender. Tenant shall also have the right to terminate this Lease in the same manner as provided above for Landlord, duties, obligations, if more than twenty percent (20%) of the Demised Premises is damaged and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser Landlord does not elect to terminate this Agreement pursuant repair such damage. If the cost of restoration as estimated by Landlord shall amount to this Paragraph 19less than twenty percent (20%) of said replacement value of the Building, or has no if, despite the cost, Landlord elects to restore the Building, Landlord shall at its expense restore the Building and the Demised Premises, inclusive of and any Alterations, with reasonable promptness, subject to delays beyond Landlord's control, and delays in the making of insurance adjustments between Landlord and its insurance carrier(s), if any. In any case in which use of the Demised Premises is affected by any fire or other casualty to the Building, there shall be either an abatement or an equitable reduction in Basic Monthly Rent and Additional Rent depending on the period for which and the extent to which the Demised Premises are not reasonably useable for the purpose for which they were leased hereunder. Subject to the rights of other Building occupants, if Tenant's use of the Demised Premises for the purposes specified hereunder is materially impaired, then Landlord shall attempt to locate for Tenant reasonably equivalent substitute space that is available elsewhere in the laboratory wing of the Building. If Landlord elects to restore, Tenant shall also have the right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination if substantial completion of one or more restoration of the Leases), and the sale of the Property Demised Premises is consummated, Purchaser shall be entitled projected to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof require more than three (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by 3) months from the date of Closing shall be paid by Seller to Purchaser at Closingcasualty, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacementand, or (iv) the amount Tenant's use of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance Demised Premises for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds purposes specified hereunder is not settled materially affected by the damage so that Tenant cannot engage in business in the ordinary course. Tenant's election to terminate must be made within sixty (60) days of Tenant's receipt from Landlord of Landlord's election to restore and projected date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsby which restoration will be substantially complete.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's reasonable opinion, be completed within 240 days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums. Until such repairs are completed, rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingnegligence or willful misconduct of Tenant, its employees or agents, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in the termination of one or more of the LeasesLandlord's opinion, Purchaser may, by written notice given to Seller be completed within twenty (20) 240 days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, either Landlord or Tenant may elect to terminate this AgreementLease by notifying the other party in writing of such termination within sixty (60) days after Landlord notifies Tenant of its determination that such repair cannot be made within the 240-day period, such notice to include a termination date which is sixty (60) days after the date of such notice (without affecting Tenant's rights, if any, to xxxxx rent). If neither Landlord nor Tenant elects to terminate this Lease pursuant to the preceding sentence, Landlord shall make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rightsmanner provided in this Article 16. In addition, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not Landlord may elect to terminate this Agreement pursuant Lease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, and the damage is not fully covered, except for deductible amounts, by Landlord's insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last eighteen (18) months of the Term, then notwithstanding anything contained in this Paragraph 19Article 16 to the contrary, either Tenant or has Landlord shall have the option to terminate this Lease by giving written notice to the other party of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Leased Premises are partially destroyed during the Lease Term from any cause insured under the property insurance policy for the Office Building, Landlord will forthwith repair the same, provided such repairs can reasonably be made within one hundred twenty (120) days from date of such destruction, under the then applicable Governmental Requirements and in light of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller extent of such damage and the then condition of the labor market and availability of materials and supplies, but such partial destruction will in no manner annul or void this Lease, except that Tenant will be entitled to a proportionate reduction of Rent following such damage, such proportionate reduction to be based upon the extent to which the destruction and the making of such repairs will interfere with the business carried on by Tenant in the Leased Premises, in Tenant’s reasonable judgment. If such repairs cannot be made within one hundred and twenty (120) days, Landlord may, at its option, complete the same within a reasonable time, this Lease continuing in full force and effect and the rent to be proportionately abated as described above. If the Leased Premises are totally destroyed and Landlord has not elected (by notice in writing to the Tenant given within sixty (60) days of the destruction) to rebuild the Leased Premises, either party hereto may elect to terminate this AgreementLease by written notice to the other given after the end of the said sixty (60) day period. If the repair of damage is delayed by an Event of Force Majeure, or any unusually long period to adjust insurance proceeds, then the time period within which Landlord will be required to repair the Leased Premises or the Building in which event the Xxxxxxx Money shall immediately Leased Premises are situated will be returned extended by a period equal to Purchaser the delay. The provisions described above will constitute the express agreement of Landlord and Tenant regarding any damage to or destruction of the rights, duties, obligations, Leased Premises and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no Tenant waives any right to terminate this Agreement Lease pursuant to Minnesota Statute §504.05 as now in effect or as the same may be hereafter amended, supplemented or replaced. Notwithstanding anything to the contrary, Landlord will not be obligated to repair or rebuild if (because i) Landlord’s mortgagee requires that the damage proceeds of Landlord’s insurance be applied against such mortgagee’s indebtedness, or destruction does (ii) Landlord complied with Landlord’s insurance obligation under this Lease and the Casualty resulted from a peril not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases)covered by such insurance, and the sale of the Property is consummatedin either case, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason Landlord notifies Tenant of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof event within thirty (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by 30) days after the date of Closing shall be paid by Seller to Purchaser at Closingthe Casualty. If the Landlord so notifies Tenant, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount Lease Term will terminate as of the deductible under Sellerdate Tenant receives Landlord’s property notice; provided, however, that to the extent the Leased Premises remain tenantable, Tenant shall have an additional sixty (60) days to vacate the Leased Premises. Any other provision in this Lease to the contrary notwithstanding, if the Leased Premises, access to the Leased Premises and/or any part of the Project that provides essential services to the Leased Premises (each of which comprise the “Relevant Space”) is damaged such that Tenant’s business operations in the Leased Premises and/or access to the Leased Premises, and/or the ability to use or enjoy the Leased Premises for their intended purposes are materially and adversely impaired in whole or in part and it is estimated that the time period to repair and restore the damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on will be two hundred ten (210) days or more from the date of Closingthe damage using standard working methods and procedures, then Tenant shall have the right to terminate this Lease by delivering written notice to that effect to Landlord. Similarly, if any. If any of the amount of said casualty Relevant Space is damaged in whole or rent loss insurance proceeds in part from any cause and such damage is not settled by in fact fully repaired and restored within two hundred ten (210) days from the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.the damage

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant ("Damage Repair Estimate") of Landlord's estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be destroyed or damaged prior repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that repairs can be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if either the estimated damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds or would have received such insurance had Landlord carried standard rental income insurance. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, plus proceeds received from Landlord's insurance carrier allocable to such leasehold improvements, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If, however, the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be materially damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. However, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord's termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant's receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant's notice. Finally, if the Premises or has the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. In the event that the Premises or the Project is destroyed or damaged to any substantial extent during the last twelve (12) months of the Lease Term and if such damage shall take longer than sixty (60) days to repair and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's employees, licensees, invitees or agents, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Demised Premises or the Building is damaged by any cause or means whatsoever not caused or contributed to by the negligence or fault of Tenant, its employees, agents, invitees or visitors, and if insurance proceeds have been made available therefore, and if said damage can be repaired within ninety (90) days by using standard working methods and procedures, Landlord shall within a reasonable time after the occurrence of said damage, and to the extent of the Improvements insurance proceeds available therefore, enter and make repairs and this Lease shall not be destroyed or damaged affected but shall continue in full force and effect. However, if said damage cannot be repaired within a period of ninety (90) days by using standard working methods and procedures, then this Lease shall cease and terminate as of the date of such occurrence, and Tenant shall pay rent hereunder to such date and immediately surrender the Demised Premises to Landlord, unless within a period of sixty (60) days from the date of such occurrence Landlord shall elect to keep this Lease in force and to restore the Demised Premises to substantially the condition as existed prior to the Closing, and if either the estimated cost date of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, such occurrence by giving Tenant written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationelection within said sixty (60) day period. If Purchaser does not elect Landlord so elects to terminate continue this Agreement pursuant to this Paragraph 19Lease and restore the Demised Premises, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser Landlord shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by within a reasonable time after the date of Closing the notice of said election enter and make repairs, and this Lease shall not be affected, except that rents hereunder shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of reduced or abated while such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance repairs are being made for the period of time commencing on and in the date proportion that the Demised Premises are untenantable. If, however, such damage is contributed to or results from the fault of ClosingTenant, Tenant’s employees, agents, invitees or visitors, and if anyLandlord does not have insurance covering such damage, such damage shall be repaired by and at the expense of Tenant under the control, direction and supervision of Landlord, and the rent shall continue without abatement or reduction. If The completion of the amount repairs of said casualty all such damages is subject to reasonable delays resulting from survey of such damage, obtaining plans and letting contracts for repair, adjustments or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments strikes, labor difficulties, unavailability of claimmaterial, and or other similar instruments in order that Purchaser receive all causes beyond the control of Seller’s right, title, and interest in and under said insurance proceedsthe party obligated to make such repairs.

Damage or Destruction. If any of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars fifty percent ($250,000.0050%) or the damage results in the termination of one or more of the LeasesLeased Premises are damaged or made unleaseable by fire or other casualty and Lessor elects not to restore it, Purchaser then Lessor may, by written notice to Lessee given to Seller within twenty thirty (2030) days after receipt of written notice from Seller the date of such damage or destructioncasualty, elect to terminate this AgreementLease. Lessor shall be under no duty or obligation to repair, in restore or rebuild the same. Such termination shall become effective as of the date of the casualty of the Leased Premises unleaseable, otherwise as of a date thirty days following the service of the notice of lease termination. Unless this Lease is terminated as hereinabove provided, Lessor shall restore all damaged portions of the Leased Premises at Lessor’s expense with reasonable promptness except for Lessee’s improvements, which shall be restored at the expense of the Lessee. In the event the Xxxxxxx Money of termination of this Lease, rent shall immediately be returned prorated on a per diem (30-day month) basis and paid only to Purchaser and the rights, duties, obligations, and liabilities effective date of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does the Leased Premises are unleaseable but this Lease is not elect terminated, all rent shall xxxxx from the casualty date until the Leased Premises are substantially restored and reasonably accessible for occupancy by Lessee, if part of the Leased Premises are unleaseable, rent shall be prorated on a per diem basis and apportioned in accordance with the part of the Leased Premises which is usable by Lessee until the damaged part is ready for Lessee’s occupancy. In all cases, due allowance shall be made for reasonable control. Lessor shall have no duty to terminate this Agreement pursuant to this Paragraph 19repair, restore, or has no replace Lessee improvements, including but not limited to wall and floor coverings, light fixtures, built-in cabinets and bookshelves, and to the contrary in this Lease, Lessee shall not have the right to terminate this Agreement (because Lease and rental shall in not event xxxxx if the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller casualty was caused by the date act of Closing shall be paid by Seller to Purchaser at Closingneglect of Lessee or his employees, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair agents or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsinvitees.

Damage or Destruction. If at any time after the execution of this lease, the Improvements Premises, or any portion thereof, should be damaged or destroyed by any casualty insured under any fire and extended coverage insurance policy or policies required on the part of Landlord to be maintained hereunder, Landlord shall be destroyed or damaged forthwith and immediately commence to repair and restore the Premises so far as practicable to the condition the Premises were in immediately prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreementand Landlord shall complete the same within a reasonable time, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities rent from the time of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does until the completion of repair and restoration shall be equitably abated in proportion to the extent and value of the space which is unusable during said period for the purpose of operating Tenant's business. Tenant agrees to notify Landlord in writing not exceed Two Hundred Fifty Thousand Dollars less than thirty ($250,000.0030) and has not resulted days prior to the date Tenant opens for business in the termination of one or more Premises of the Leasesactual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant's personal property, moveable trade fixtures and contents. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the sale commencement of any proposed alterations, additions or improvements to the Premises by Tenant (if same are permitted under the terms of this lease) subsequent to the initial construction of the Property is consummatedPremises. If Tenant fails to comply with the foregoing provisions, Purchaser any loss or damage Landlord shall sustain by reason thereof shall be entitled to receive all insurance proceeds paid or payable to Seller borne by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received Tenant and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid immediately by Seller to Purchaser at Closing, together with the lesser Tenant upon receipt of (iii) that amount necessary to cover any difference between the amount a xxxx therefor and evidence of such proceeds and loss; and, in addition to any other rights or remedies reserved by Landlord under this lease, Landlord's obligation to repair, replace and/or rebuild the estimated Premises to the condition in which they existed prior to such loss. In either case, Tenant shall pay the cost of repair or replacementsuch restoration. In the event the Premises shall be untenantable, or (iv) the amount Annual Rent and other sums payable hereunder shall xxxxx to the extent of the deductible proceeds actually received by Landlord under Seller’s property damage any rent insurance policy. In additionNo damage or deduction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant's liability for the payment of rent or any other covenant herein contained, except as may be specifically provided in this lease. Notwithstanding anything else to the contrary contained in this Section or elsewhere in this lease, Landlord, at Closingits option, Seller shall pay over may terminate this lease on thirty (30) days notice to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.Tenant if--

Damage or Destruction. If any SECTION 11.1. DAMAGE OR DESTRUCTION BY FIRE OR CASUALTY. In the event the Premises are damaged by fire, explosion or other casualty, Landlord shall diligently proceed with respect to the proposed restoration promptly after receipt of the Improvements insurance proceeds. Landlord shall commence the repair, restoration or rebuilding thereof and shall complete such restoration, repair or rebuilding as soon as reasonably possible after the receipt of such proceeds, subject to extension due to delay because of changes, deletions, or additions in construction requested by Tenant, acts of Tenant, strikes, lockouts, casualties, acts of God, war, fuel or energy shortages, material or labor shortages, governmental regulation or control, severe weather conditions or other causes beyond the control of Landlord ("Extension Events"). In the event of any such casualty all insurance proceeds shall be destroyed payable to Landlord. In no event shall Landlord be required to repair or damaged prior replace any alterations or improvements made by Tenant which are not related to the ClosingImprovements, Tenant's Equipment or any other fixtures, furnishing and if either the estimated cost personal property of repair or replacement exceeds Two Hundred Fifty Thousand Dollars Tenant. Tenant agrees that Tenant shall pay to Landlord within thirty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (2030) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid the Premises are damaged by Seller to Purchaser at Closingfire, together with explosion or other casualty the lesser of (iii) that amount necessary to cover any difference between pay the cost of restoration, repair and rebuilding in excess of the insurance proceeds. If the amount of the insurance proceeds are unknown at such proceeds and the estimated cost of repair or replacementtime, or (iv) Tenant shall immediately pay Landlord the amount of the deductible under Seller’s property damage with the balance, less all amounts paid by the insurance policycarrier to Landlord, to be paid by Tenant to Landlord within ten (10) business days after the amount of the insurance proceeds is determined. In additionLandlord's obligation to repair, at Closing, Seller restore or rebuild the Premises shall pay over be limited to Purchaser, restoring the Premises to substantially the condition in which the same existed prior to the casualty. Rent and assign to Purchaser, all proceeds of any rent loss insurance for other charges payable by Tenant hereunder shall abatx xxxing the period of time commencing on such repair, restoration or rebuilding to the extent that the Improvements are not tenantable because of any damage or destruction, but only to the extent of the Rental Value Insurance proceeds actually received by Landlord. In the event the casualty causes fifty percent (50%) or more of the Premises to be untenantable during the last twenty-four (24) months of the Term, Landlord may terminate this Lease as of the date of Closingsuch casualty by providing notice to Tenant within thirty (30) days after occurrence of the fire or other casualty causing the damage, if any. If in which event, all insurance proceeds shall be paid to the Landlord and in addition Tenant shall pay to Landlord the amount of said casualty or rent loss any deductible carried by Tenant under its insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedspolicies.

Damage or Destruction. If any Except as provided below, in the event of fire or other damage to the Improvements, Homeowner shall take all steps necessary to assure the repair of such damage and the restoration of the Improvements shall be destroyed or damaged to at least their condition immediately prior to the Closingdamage. All such repairs and restoration shall be completed as promptly as possible. Homeowner shall also promptly take all steps necessary to assure that the Leased Premises are safe and that the damaged Improvements do not constitute a danger to persons or property. If Homeowner, using reasonable judgment and if relying on professional estimates, determines either (a) that full repair and restoration is physically impossible, or (b) that the estimated available insurance proceeds will pay for less than eighty percent (80%) of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars and restoration, ($250,000.00) or the damage results in the termination of one or more provided Homeowner has fulfilled all of the Leaseshazard insurance requirements set forth in Section 9.4 above), Purchaser may, then Homeowner may terminate this Lease by written notice to CHT given to Seller within twenty not later than sixty (2060) days after receipt the event that caused the damage. However, such termination shall not be effective until forty-five (45) days after the date upon which the notice is received by CHT. During this forty-five-day period CHT may seek an adjustment from the insurer so as to increase the available insurance proceeds to an amount covering at least eighty percent of the cost of repair and restoration. If successful in securing such adjustment, CHT may render Homeowner’s termination notice null and void by written notice from Seller to Homeowner within such forty-five-day day period. If CHT fails to nullify the termination notice in this way, then this Lease shall terminate at the expiration of the forty-five-day period, and any insurance proceeds payable to Homeowner on account of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary as provided below. The insurance proceeds shall be paid first to cover any difference between expenses of collecting the amount proceeds. Remaining proceeds shall be paid to the Homeowner (or its Permitted Mortgagee to the extent required by the Permitted Mortgage) up to the then applicable CHT’s Purchase Option Price (as of immediately prior to the damage) calculated according to the provisions of Article 10 below. The balance of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closingproceeds, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsbe paid to CHT.

Damage or Destruction. If In the event of any damage to or destruction of the Improvements Property during the Term, the Tenant shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, elect by written notice given delivered to Seller City within twenty sixty (2060) days after receipt following the date of written notice from Seller the occurrence of the damage to restore the Property as nearly as possible to its condition immediately prior to such damage or destruction, elect subject to terminate this Agreement, any restrictions imposed by changes in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationany Applicable Law. If Purchaser the Tenant elects to restore the Property, the Tenant shall commence diligently and continuously to carry out such rebuilding to full completion as soon as possible and shall commence reconstruction of the Property within the earlier of Ninety (90) days following the date of occurrence of the damage or the date upon which insurance proceeds are made available for such work. Upon the occurrence of damage or destruction, all insurance proceeds paid in respect of such damage or destruction shall be applied to the payment of the costs of the restoration and rebuilding. If the Tenant does not elect to terminate this Agreement pursuant restore the Property within One Hundred Twenty (120) days following the date of the occurrence of the damage, then the City may, at its option, exercised within Thirty (30) days after the expiration of the Sixty (60) day period described above, elect to this Paragraph 19, or has no right restore the abandoned dock and Improvements on the Property as nearly as possible to terminate this Agreement (because the its condition immediately prior to such damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted destruction, subject to any restrictions imposed by changes in the termination of one or more of the Leases)any Applicable Law, and the sale of the Property is consummated, Purchaser shall be entitled to receive in such event all insurance proceeds paid or payable to Seller by reason in respect of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller applied to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount payment of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, costs of the restoration and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if anyrebuilding. If the amount Tenant does not exercise such to restore the premises option within said Thirty (30) day period, then at the City’s option this Agreement shall terminate upon delivery of said casualty or rent loss insurance proceeds is not settled by written notice to the date Tenant. If the City elects to restore the Property, the City shall confer with the Tenant regarding the design and plans for such restoration of Closingthe Property. Under no circumstances shall City be responsible for repairing any Improvements related to Tenant’s Business, Seller but City shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order only have the option to restore the Improvements that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsare subject to the Tidelands plan.

Damage or Destruction. If any of the Improvements Premises or the Building shall be so damaged or destroyed by fire or damaged other casualty so as to render them untenantable for a period of in excess of one hundred eighty (180) days, as determined by Landlord in its reasonable discretion, then Landlord shall have the right to cancel and terminate this Lease. If not terminated, then Landlord shall repair and restore the Premises with all reasonable diligence to substantially the same condition as existed immediately prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, provided that Landlord shall not have to expend any funds in excess of insurance proceeds actually received for such damage, and the Rent or a proportionate part thereof, according to Xxxxxx’s ability to utilize the Premises in its damaged condition, shall be abated until the Premises shall have been repaired and restored by Landlord. If the Premises shall be so lightly damaged by fire or other casualty as not to be rendered entirely untenantable, then Landlord agrees to repair the Premises with reasonable promptness and the Rent or a proportionate part thereof, according to Xxxxxx’s ability to utilize the Premises in its damaged condition, shall be abated until the Premises shall have been repaired and restored. If Landlord estimates that the Premises will remain untenantable for in excess of three hundred sixty-five (365) days, or if there is a casualty during the last twelve (12) months of the Term and Landlord estimates that the Premises shall remain untenantable for in excess of one hundred (180) days (or the end of the Term, if sooner), then Tenant may elect to terminate this AgreementLease by written notice delivered to Landlord within ten (10) business days following Landlord’s delivery to Tenant of the estimated duration that the Premises will remain untenantable. Notwithstanding anything herein to the contrary, if the holder of any indebtedness secured by a mortgage or deed of trust covering the Building and/or the Project requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to Tenant after such requirement is made. Upon any termination of this Lease under the provisions hereof, the parties shall be released without further obligation to the other from date possession of the Premises is surrendered to Landlord, except for items which are theretofore accrued and are then unpaid or that otherwise expressly survive termination of this Lease. With respect to any damage or destruction which Landlord is obligated to repair or may elect to repair under the terms of this Section, and to the extent permitted by law, Tenant hereby waives any rights to terminate this Lease pursuant to rights otherwise accorded by law to tenants, except as expressly otherwise provided herein. Notwithstanding anything contained herein to the contrary, in which the event the Xxxxxxx Money shall immediately be returned of damage to Purchaser and the rights, duties, obligations, and liabilities or destruction of all parties hereunder shall immediately or any substantial portion of the Premises, Building or Project, which damage or destruction is not fully covered by the insurance proceeds received by Landlord under the insurance policies carried by Landlord, Landlord may terminate and be this Lease by written notice to Tenant given within sixty (60) days after the date of no further force notice to Landlord that such damage or effect except those that expressly survive such terminationdestruction is not so covered. If Purchaser Landlord does not elect to terminate this Agreement pursuant to this Paragraph 19Lease, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) Lease shall remain in full force and has not resulted in the termination of one or more of the Leases), effect and the sale of the Property is consummated, Purchaser Building shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received repaired and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent rebuilt in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together accordance with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of provisions for repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsset forth above.

Damage or Destruction. If any the Premises are damaged by fire, earthquake or other casualty ("Casualty"),Tenant shall give immediate written notice to Landlord. If Landlord estimates that the damage can be repaired to meet Tenant's business needs within one hundred eighty (180) days after Landlord is notified by Tenant of such damage and if there are sufficient insurance proceeds available to repair such damage, then Landlord shall proceed with reasonable diligence to restore the Improvements shall be destroyed or damaged Premises to substantially the condition which existed prior to the Closingdamage and this Lease shall not terminate. If neither circumstance described in the previous sentence exists, and if either Landlord may elect, in its absolute discretion, to either: (a) terminate this Lease in which case Tenant's obligations under this Lease shall also terminate or; (b) restore the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or Premises to the condition which existed prior to the damage results in and this Lease will continue. Notice of Landlord's election shall be delivered to Tenant within forty five (45) days after the termination of one or more date Landlord receives written notice of the Leasesdamage. Failure to deliver notice within the specified period shall be treated as election not to restore. Tenant agrees to look to the provider of Tenant's insurance for coverage for the loss of Tenant's use of the Premises and any other related losses or damages incurred by Tenant during any reconstruction period following a Casualty. If the Building is damaged by Casualty and more than fifty percent (50%) of the Building is rendered untenantable, Purchaser without regard to whether the Premises are affected by such damage, Landlord may, in its absolute discretion, elect to terminate this Lease by notice in writing to Tenant within thirty (30) days after the date Landlord receives written notice given to Seller within of the damage. Such notice shall be effective twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect delivery to terminate this Agreement, Tenant unless a later date is set forth in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLandlord's notice.

Damage or Destruction. If any of either the Improvements shall Building, the Project or the Premises should be partially or wholly destroyed or damaged prior to the Closing, by fire or other casualty and if either the estimated cost of repair such damage or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) destruction cannot in Landlord's judgment be repaired or the damage results in the termination of one or more substantially restored within 180 days of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller date of such damage or destruction, elect to then Landlord shall so notify Tenant and either party hereto may, at its option, terminate this AgreementLease by giving written notice thereof to the other party within 30 days after the date of such casualty. In such event, rent shall be apportioned to and shall cease as of the date of such casualty. If neither party exercises this option, then the Premises shall be reconstructed and restored, at Landlord's expense, to substantially the same condition as they were prior to the casualty, provided that, if Tenant has made any alterations, additions or improvements pursuant to Article 11 or if tenant improvements have been constructed at a cost in excess of costs paid or reimbursed by Landlord, then Tenant shall reimburse Landlord for the excess cost of reconstructing the same whether or not the cost of restoration exceeds the cost of initial construction. In the event of such reconstruction, rent shall be abated in proportion to the area of the Premises not capable of use by Tenant from the date of the casualty until substantial completion of the reconstruction repairs and this Lease shall continue in full force and effect for the balance of the Term. If the Project, the Building or the Premises should be damaged by fire or other casualty and, in Landlord's judgment, the Premises can be substantially restored within 180 days of the date of such damage, then such damaged part of the Premises shall be reconstructed and restored, at Landlord's expense, to substantially the same condition as they were prior to the casualty, provided that if Tenant has made any alterations, additions or improvements or if tenant improvements have been constructed for a cost in excess of amounts paid by Landlord, then Tenant shall reimburse Landlord for the excess cost of reconstructing the same whether or not the cost of reconstruction exceeds cost of initial construction. Rent shall be abated in the proportion which event the Xxxxxxx Money approximate area of the damaged and destroyed portion of the Premises bears to the total area in the Premises from the date of the casualty until substantial completion of the reconstruction repairs; and this Lease shall immediately be returned continue in full force and effect for the balance of the Term. Landlord shall use reasonable diligence in completing such reconstruction repairs. Notwithstanding anything else to Purchaser and the rightscontrary contained in this Article 17, duties, obligations, and liabilities Landlord shall have no obligation to pay for the repair or restoration of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in to the termination of one Premises caused by fire or other casualty more than the amount of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller for the benefit of Landlord by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be destruction, plus any amounts actually paid by Seller to Purchaser at Closing, together with Tenant for the lesser excess of (iii) that amount necessary to cover any difference between the amount cost of reconstructing tenant improvements over the original cost of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled tenant improvements paid initially by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLandlord.

Damage or Destruction. If the Premises are damaged or destroyed by any casualty other than a casualty caused by Tenant, Landlord will promptly repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction. All proceeds payable under any insurance policy maintained by Tenant pursuant to Paragraph l l(c) will be paid directly to Landlord, and not to Landlord and Tenant jointly. During such repair, the Basic Monthly Rent will not axxxx. If (a) by reason of such occurrence the Premises are rendered wholly untenantable, (b) the Premises are damaged in ,whole or in part during the last twelve (12) months of the Improvements shall be destroyed Term, or (c) the Premises are damaged prior to the Closing, and if either the estimated cost extent of repair or replacement exceeds Two Hundred Fifty Thousand Dollars twenty percent ($250,000.0020%) or the damage results in the termination of one or more of the Leasesthen replacement value of the Premises or to the extent that it would take, Purchaser mayin Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, Landlord may either elect for Tenant to repair the damage or cancel this Lease by written notice given to Seller of cancellation within twenty sixty (2060) days after receipt such event. On such notice of written notice from Seller cancellation, Tenant will vacate and surrender the Premises to Landlord and Landlord may retain all insurance proceeds. Tenant will have no claim against Landlord for any loss suffered by reason of any such damage or damage, destruction, elect to repair or restoration, nor may Tenant terminate this AgreementLease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises. Landlord will not be required to repair any damage to, or to make any restoration or replacement of, the Premises or any furnishings, trade fixtures, leasehold improvements, equipment or other personal property installed in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationPremises. If Purchaser does not elect to terminate Unless this Agreement Lease is terminated by Landlord pursuant to this Paragraph 19Paragraph, or has no right Tenant will be required to terminate this Agreement (because restore and replace the Premises and such furnishings. trade fixtures, leasehold improvements, equipment and other personal property on damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) in at least a condition equal to that existing prior to such event, and has not resulted in the termination of one Landlord will make available to Tenant all or more a portion of the Leasesinsurance proceeds (if any), as necessary for Tenant to complete such restoration and replacement. If made, the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount disbursement of such proceeds and will be made to Tenant from an escrow account controlled by Landlord in accordance with disbursement procedures typically used by construction lenders in the estimated cost of repair or replacement, or (iv) metropolitan area in which the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises are located.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Landlord shall notify Tenant as soon as reasonably possible after the date Landlord teams of the necessity for repairs as a result of damage but in any event within sixty (60) days thereafter ("Damage Repair Estimate") of Landlord's estimated assessment of the period of time in which the repairs will be completed. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If the Damage Repair Estimate indicates that repairs cannot, in Landlord's opinion, be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent (as such term is defined in Article 20(a) hereof) shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event the Xxxxxxx Money shall immediately be returned to Purchaser whether or not tile Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. However, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord's termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant's receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant's notice. Finally, if the Premises or has the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. In the event that the Premises or the Project is destroyed or damaged to any substantial extent during the last twelve (12) months of the Lease Term and if such damage shall take longer than sixty (60) days to repair and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's employees, licensees, invitees or agents, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Premises are partially damaged or destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, on receipt of the Improvements shall be destroyed or damaged insurance proceeds, repair the Premises to substantially the condition in which the Premises existed immediately prior to such destruction. Landlord's obligation under the Closing, and if either preceding sentence shall not exceed the estimated lesser of the cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) the standard improvements installed by Landlord in the Premises, or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the date of Closing Basic Monthly Rent shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time abated proportionately commencing on the date of Closingsuch damage or destruction as to that portion of the Premises rendered untenantable, if any. If (a) by reason of such occurrence the amount Premises are rendered wholly untenantable; (b) the Premises are damaged as a result of said casualty a risk not covered by insurance; (c) the Premises are damaged in whole or rent loss in part during the last twelve (12) months of the Term; (d) the Premises or the Shopping Center (whether or not the Premises are damaged) is damaged to the extent of ten percent (10%) or more of the then-replacement value of either, or to the extent that it would take, in Landlord's opinion, in excess of ninety (90) days to complete the requisite repairs; or (e) insurance proceeds is adequate to repair the Shopping Center are not settled available to Landlord for any reason, Landlord may either elect to repair the damage or cancel this Lease by notice of cancellation within sixty (60) days after such event, and upon receipt of such notice Tenant shall vacate and surrender the Premises to Landlord. If Landlord elects to repair any such damage, any abatement of Basic Monthly Rent shall end on the date of Closingnotice given by Landlord to Tenant that the Premises have been repaired. If the damage is caused by the negligence of Tenant or Tenant's Occupants, Seller Basic Monthly Rent shall execute at Closing not xxxxx. Except for abatement of Basic Monthly Rent, if any, Tenant shall have no claim against Landlord for any loss suffered by reason of any such damage, destruction, repair or restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises or the Shopping Center. The proceeds of all proofs of lossinsurance carried by Tenant on Tenant's furnishings, assignments of claimtrade fixtures, leasehold improvements, equipment, merchandise and other similar instruments personal property shall be held in order trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to repair any damage or to make any restoration or replacement of any furnishings, trade fixtures, leasehold improvements, equipment, merchandise and other personal property installed in the Premises by Tenant or at the direct or indirect expense of Tenant. Unless this Lease is terminated by Landlord pursuant to this Paragraph, Tenant shall be required to restore or replace such furnishings, trade fixtures, leasehold improvements, equipment, merchandise and other personal property on damage or destruction in at least a condition equal to that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsexisting prior to such event.

Damage or Destruction. If any fire or another casualty makes the premises untenantable, Landlord agrees to give Tenant written notice within 60 days of how long Landlord anticipates it will take to substantially restore the premises and the common areas. If Landlord’s notice states it cannot substantially restore the premises and the common areas within 270 days of the Improvements shall be destroyed casualty, either Landlord or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, Tenant may terminate this Lease by written notice given to Seller the other within twenty (20) 10 days after receipt Landlord delivers its casualty repair notice. Landlord may also terminate this Lease if the damage occurs during the final 18 months of the term, except that Tenant may void the termination by exercising any remaining unexercised option to extend the term by written notice from Seller of such damage or destructionto Landlord within 10 days after it receives Landlord’s termination notice. If neither party terminates the Lease under this section, elect Landlord agrees to terminate this Agreementrestore the damaged areas to substantially their same condition before the casualty, in which event except that Landlord is not obligated to restore any alterations Tenant has made to the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligationspremises, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect Landlord’s obligation to terminate this Agreement pursuant restore is limited to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s actual net insurance proceeds it receives plus its deductible, or that it would have been entitled to receive if Landlord had maintained the property damage insurance policythis Lease requires it to maintain, plus its deductible. In addition, at Closing, Seller shall pay over If any mortgagee refuses to Purchaser, and assign to Purchaser, all release the proceeds of any property insurance to restore the premises, Landlord may terminate this Lease by written notice to Tenant. Each of Landlord and Tenant waives its rights under California Civil Code sections 1932(2) and 1933(4), which permit the termination of a lease upon destruction of the leased premises, and agrees that this section 20 governs with respect to any damage to or destruction of the premises or any other part of the property. If a casualty makes the premises untenantable and this Lease is not terminated, rent loss insurance for will xxxxx as long as the period of time commencing on the date of Closing, if anypremises are untenantable. If the amount of said casualty or rent loss insurance proceeds is premises are not settled actually substantially restored within 270 days after the casualty, Tenant may terminate this Lease on 30 days’ written notice to Landlord before the premises are substantially restored, but Landlord may void the termination notice by substantially completing the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsrestoration within 30 days after the termination notice.

Damage or Destruction. If any of In the Improvements event the Premises, or the building or other improvements in which the Premises are located, shall be damaged by fire, earthquake, the elements or other casualty and that the cause of said damage is covered by insurance so that the damage thereto is such that the Premises, or the building and other improvements in which the Premises are located, may be repaired, reconstructed or restored within a period of ninety (90) days, Landlord shall promptly commence the work of repair, reconstruction and restoration, and shall diligently prosecute the same to completion at Landlord's expense. During this period of time, this Lease shall continue in full force and effect except that Tenant shall not be liable for monthly rent if the Premises are totally destroyed or damaged prior unusable for health reasons as determined by the applicable municipal health department, so long as this restriction is not caused by Tenant. Tenant would be liable only for monthly rent in proportion to usable space if partially destroyed. If the ClosingPremises, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results building or other improvements in which the termination of one Premises are located, could not be restored within ninety (90) days, either Tenant or more of Landlord has the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect option to terminate this Agreement, in which event Lease by giving written notice to the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationother. If Purchaser does the insurance is not sufficient to fully pay for the repairs, reconstruction or restoration, Landlord shall notify Tenant in writing of same and Tenant shall have the option to pay the cost of said repairs, reconstruction or restoration over and above the available insurance proceeds. Should Tenant not elect to pay said excess costs, either party may terminate this Agreement pursuant Lease by giving written notice of same to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsparty.

Damage or Destruction. If any of the Improvements shall be destroyed improvements located on the Leased Premises are totally or partially damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser maydestroyed, by written notice given to Seller within twenty (20) days fire or other casualty, then promptly after receipt of written notice from Seller of such damage or destruction, elect Tenant shall repair, rebuild or restore all damaged improvements on or about the Leased Premises so as to terminate this Agreementmake the Leased Premises at least equal in value to the Leased Premises existing immediately prior to such damage or destruction. All such repair, rebuilding or restoration shall be at Tenant’s expense; provided, however that, to the extent necessary to effect such repair, rebuilding or restoration, Landlord will make available to Tenant the net proceeds of any fire or other casualty insurance paid to Landlord after deduction of any costs incurred in which event connection with the Xxxxxxx Money collection thereof, including reasonable attorneys’ fees. Payment to Tenant of such net proceeds shall immediately be returned made in accordance with reasonable procedures customarily required in connection with construction loans. Tenant shall deliver to Purchaser Landlord for Landlord’s prior written approval the plans and specifications, as well as a schedule setting forth the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive estimated monthly draws for such terminationwork. If Purchaser Landlord does not elect respond to terminate Tenant in writing of its disapproval of the plans and specifications within thirty (30) days after the receipt by Landlord of a written request from Tenant, Txxxxx’s request shall be deemed approved by Landlord. Upon Lxxxxxxx’s approval thereof, Tenant will begin such repairs, rebuilding or restoration and will prosecute the same to completion with diligence and in accordance with the terms and conditions contained in Section 11 of this Agreement pursuant Lease. Landlord and its architects and engineers shall have the right, at Tenant’s expense, to this Paragraph 19inspect the Leased Premises from time to time during such repair, rebuilding and restoration. In no event, however, shall Landlord have any liability whatsoever for any defects in the design or construction, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more compliance of the Leases), plans and the sale of the Property is consummated, Purchaser specifications with Laws. In no event shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by allow Tenant to axxxx the date payment of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair Base Rent or replacement, Additional Rent or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsterminate this Lease.

Damage or Destruction. If any the Premises or the Building are damaged by --------------------- fire or other casualty insured under policies of insurance carried by Landlord, the Improvements damage to the Building shall be destroyed or damaged prior diligently repaired by and at the expense of Landlord and the damage to the ClosingPremises shall be diligently repaired by and at the expense of Landlord and Tenant to the extent of their respective obligations to maintain and repair the Premises pursuant to paragraph 11 hereof, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars provided such repairs can, in Landlord's opinion, be made within fifteen ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (2015) days after receipt of written notice from Seller the occurrence of such damage without the payment of overtime or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationother premiums. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser There shall be entitled to receive all insurance proceeds paid or payable to Seller no abatement of Rent by reason of such destruction any portion of the Premises being unusable for a period of fifteen (15) days or less. If the damage under is due to the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts fault or neglect of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle Tenant or release any damage its employees, agents, or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing contractors there shall be paid by Seller no abatement of Rent. If repairs cannot be made, in Landlord's reasonable, opinion within the fifteen (15) day period and without the payment of overtime or other premiums, Landlord shall have a reasonable time to Purchaser at Closing, together with make the lesser of repairs provided that Landlord has given Tenant a notice within ten (iii10) that amount necessary to cover any difference between days after the amount of such proceeds and incident causing the damage giving the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policytime to repair. In addition, at Closing, Seller such event the Rent shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance be prorated for the period and to the extent the Premises are not able to be used by Tenant If the damage to the Building disrupts Tenant's switch operations and cannot be repaired by Landlord following telephonic notice to Landlord within 24 hours from the time of time commencing on such telephonic notice, Tenant shall have the date of Closing, if anyoption but not the obligation to perform such repairs to the Building necessary or advisable to get its switch facility in operation at Tenant's sole cost and expense. If such repairs by Tenant are repairs that would have had to be made by Landlord pursuant to its repair obligations, Landlord shall reimburse Tenant for the amount reasonable cost of said casualty or rent loss insurance proceeds is not settled by such repairs, but only to the date extent Landlord would have incurred such expense(s) to complete such repairs. A total destruction of Closing, Seller the Building in which the Premises are located shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsautomatically terminate this Lease.

Damage or Destruction. If any of the Improvements shall be destroyed Premises are damaged by fire or damaged prior to the Closingother casualty, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars then within thirty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (2030) days after receipt the date of the casualty, Lessor’s employee, agent, or contractor shall estimate the amount of time reasonably required to restore the affected portions of the Premises and Lessor shall deliver written notice from Seller of such damage or destructionestimate to Lessee. If, in Lessor’s reasonable estimation, the Premises have been damaged to such an extent that a reasonably diligent restoration will require more than nine (9) months from the date of the casualty to complete, then either party may elect to terminate this Agreement, in which event Lease by giving the Xxxxxxx Money shall immediately be returned to Purchaser and other party written notice of termination no later than the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by 60th day following the date of Closing the casualty. In the event of such election: (a) this Lease shall be paid by Seller deemed to Purchaser at Closing, together with terminate on the lesser of (iii) that amount necessary to cover any difference between 5th day after the amount delivery of such termination notice and Lessee shall surrender possession of the Premises within a reasonable time thereafter, with Rent to be apportioned as of the date of Lessee’s surrender; (b) Lessee shall have no obligation to restore the Premises; and (c) Lessor shall retain the entirety of any insurance proceeds except for proceeds of insurance for Lessee’s trade fixtures and personal property. If this Lease is not terminated under the estimated cost above provisions, Lessor shall, to the extent of available insurance proceeds, diligently proceed to repair and restore the Improvements made or installed by Lessor in and to the Premises to the same or better condition than they were in immediately prior to the casualty, subject to delays beyond Lessor’s reasonable control. Promptly upon completion of Lessor’s restoration work in the Premises, Lessee shall fully and completely repair or replacementreplace any damaged improvements that were installed by Lessee as well as any damage to Lessee’s trade fixtures, furniture or (iv) equipment. If the amount of the deductible under SellerPremises are rendered untenantable or partially untenantable for Lessee’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds customary business operations as a result of any rent loss insurance for casualty, Rent shall proportionally xxxxx during the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssuch untenantability.

Damage or Destruction. If If, during the term, the premises or the improvements or fixtures thereon are destroyed or damaged in whole or in part by fire or other cause, lessee shall give Lessor immediate notice, and Lessee, at its own cost and expense, shall cause the prompt repair, replacement and rebuilding of same ("restoration"), subject without limitation to Sections 5.2 and 5.3 of this Lease. Lessor shall in no event be called upon to repair, replace or rebuild any such buildings, fixtures or personalty, nor to pay any of the Improvements costs or expenses thereof beyond or in excess of any insurance proceeds made available to Lessee under this Lease. All insurance proceeds on account of such damage or destruction shall be destroyed applied to pay or damaged prior to reimburse Lessee for the Closing, and if either payment of the estimated cost of repair restoration of the building and other leasehold improvements on the premises, including the cost of temporary repairs or replacement exceeds Two Hundred Fifty for the protection of the premises pending the completion of permanent restoration. In the event of substantial damage (hereinafter defined), Twenty Five Thousand Dollars ($250,000.0025,000.00) of the insurance proceeds shall be disbursed by the insurer directly into an escrow account with an escrowee reasonably acceptable to Lessor and Lessee, with such sum to be distributed to Lessee upon the furnishing of proof reasonably satisfactory to Lessor of lien free completion of the restoration, but to be distributed to lessor upon any default by Lessee with respect to the restoration (such escrow amount in no way to limit Lessee's liability for any such default). If the insurance proceeds and other funds deposited with Lessor or the damage results applicable mortgage, less the actual cost, fees and expenses, if any, incurred in connection with the termination adjustment of one the loss, are insufficient to pay the entire cost of the restoration, Lessee will pay the deficiency. During restoration, Lessee shall continue the operation of its business within the premises to the extent practicable, this Lease shall terminate, nor shall rental and other charges payable under this Lease be abated or affected in any manner. Notwithstanding the foregoing in this Section 5.8, if the building and other leasehold improvements on the premises shall be substantially damaged (fifty percent (50%) or more of the Leasesinsurable value of the building) or destroyed by fire, Purchaser maywindstorm, by written or otherwise, within the last year of the term of this Lease, as same may be extended pursuant to Section 2.2, either party shall have the right to terminate this Lease, provided that notice thereof is given to Seller within twenty the other party not later than sixty (2060) days after receipt such damage or destruction. If said right of written notice from Seller termination is exercised, this Lease and the term hereof shall cease and come to an end as of the date of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser destruction and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all herein referenced insurance proceeds paid or payable shall belong solely to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsLessor.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of such damage, Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. The damage shall be destroyed repaired by Landlord to the extent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that such repairs can be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or damaged other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If, however, the ClosingDamage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. However, if Landlord does not elect to terminate this Lease pursuant to Landlord’s termination right as provided above, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty ($250,000.00180) or days after being commenced and if such damage is not the damage results in the termination of one or more result of the Leasesnegligence or willful misconduct of Tenant or Tenant’s employees, Purchaser maylicensees, invitees or agents, Tenant may elect, not later than thirty (30) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Lease by written notice given to Seller within twenty Landlord effective as of the date specified in Tenant’s notice. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (2012) months of the Term, unless Tenant exercises (or has exercised) an Option to extend the Term in accordance with the terms of Article 33 below (which Option to extend must be exercised on or before the earlier of (A) the date which is thirty (30) days after receipt of written notice from Seller the date of such damage or destruction, elect to terminate this Agreementor (B) the date specified in Section 33(c)(iv) below, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because if the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars occurs between the date which is twelve ($250,000.0012) and has not resulted in months prior to the termination of one or more end of the LeasesTerm and the date specified in Section 33(c)(iv) below), and then notwithstanding anything contained in this Article 16 to the sale contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the Property exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage (provided that Landlord also terminates the leases of all similarly affected tenants under whose leases Landlord has a right to so terminate). In the event that the Premises or the Project is consummateddestroyed or damaged to any substantial extent during the last twelve (12) months of the Term and if such damage shall take longer than sixty (60) days to repair and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s employees, Purchaser licensees, invitees or agents, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be entitled to receive all insurance proceeds paid or payable to Seller no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaseror the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s prior written consent in each casefurniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. All said Tenant acknowledges that Tenant shall have no right to any proceeds of insurance proceeds received carried by Seller by the date of Closing shall be paid by Seller Landlord relating to Purchaser at Closing, together with the lesser of (iii) that amount necessary property damage. With respect to cover any difference between the amount of such proceeds and the estimated cost of damage which Landlord is obligated to repair or replacementelects to repair, or (iv) Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases any rights under law to terminate this Lease. Without limiting the amount of the deductible under Seller’s property damage insurance policy. In additionforegoing, at Closing, Seller shall pay over Tenant hereby waives any right it may have to Purchaser, and assign terminate this Lease pursuant to Purchaser, all proceeds Arizona Revised Statutes § 33-343 as a result of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsdestruction.

Damage or Destruction. If all or any part of the Improvements Premises or any material portion of the balance of the Real Property is damaged by fire or other casualty, Landlord, as soon as reasonably practicable following the fire or other casualty, shall be destroyed or damaged prior to notify Tenant the Closingtiming, and if either in Landlord’s reasonable opinion, for repair of the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or damage. If the damage results can, in the termination of one or more Landlord’s reasonable opinion, be repaired within sixty (60) days of the Leasesdamage, Purchaser maythen Landlord shall repair the damage and this Lease shall remain in full force and effect. If the repairs cannot, in Landlord’s reasonable opinion, be made within the sixty (60)-day period, Landlord, at its option exercised by written notice given to Seller Tenant within twenty the sixty (2060)-day period, shall either (a) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreementrepair the damage, in which event this Lease shall continue in full force and effect, or (b) terminate this Lease as of the Xxxxxxx Money date specified by Landlord in the notice, which date shall immediately be returned to Purchaser and not less than thirty (30) days nor more than sixty (60) days after the rights, duties, obligationsdate such notice is given, and liabilities this Lease shall terminate on the date specified in Landlord’s notice. Notwithstanding anything to the contrary herein, if Landlord’s notice to Tenant estimates that the damage cannot, in Landlord’s reasonable opinion, be made within the period that ends two hundred seventy (270) days after the date of all parties hereunder damage and if the damage did not result from the negligence or willful misconduct of Tenant or any other Tenant Party, then Tenant shall immediately terminate and have the option to be exercised by written notice to Landlord, delivered within ten (10) days of no further force or effect except those that expressly survive such termination. If Purchaser does not elect Landlord’s notice to Tenant, to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more Lease as of the Leases)date specified by Tenant in its notice, which date shall not be less than thirty (30) days nor more than sixty (60) days after the date such notice is given, and this Lease shall terminate on the date specified in Tenant’s notice. If the fire or other casualty damages the Premises or the common areas of the Real Property necessary for Tenant’s use and occupancy of the Premises, Tenant ceases to use any portion of the Premises as a result of such damage, and the sale damage does not result from the negligence or willful misconduct of Tenant or any other Tenant Parties, then during the period the Premises or portion thereof are rendered unusable by such damage and repair, Tenant’s Monthly Rent and Additional Rent under Paragraphs 5 and 7 above shall be proportionately reduced based upon the extent to which the damage and repair prevents Tenant from conducting, and Tenant does not conduct, its business at the Premises and the extent to which any damage to the common areas of the Real Property materially interferes with Tenant’s use and occupancy of the Premises. Landlord shall not be obligated to repair or replace any of Tenant’s movable furniture, equipment, trade fixtures, and other personal property, nor any Alterations installed in the Premises by Tenant, and no damage to any of the foregoing shall entitle Tenant to any abatement. Tenant shall have the right, except as provided below, to elect not to repair or replace such items, but all Alterations installed in the Premises by Tenant that Tenant is consummatedotherwise obligated to surrender as provided in Paragraph 20 hereof at the expiration or earlier termination of the Lease shall be repaired and replaced by Tenant at Tenant’s sole cost and expense. All such repair and replacement of Alterations shall be constructed in accordance with Paragraph 9 above regarding Alterations, Purchaser except that Landlord’s consent shall not be required for any Alterations to which Landlord previously consented to the extent constructed in accordance with such prior consent. A total destruction of the Building shall automatically terminate this Lease. In no event shall Tenant be entitled to receive all insurance proceeds paid any compensation or payable to Seller by reason damages from Landlord for loss of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount use of the deductible under Seller’s property damage insurance policy. In additionwhole or any part of the Premises or for any inconvenience occasioned by any such destruction, at Closingrebuilding or restoration of the Premises, Seller shall pay over to Purchaserthe Building or access thereto, and assign to Purchaser, all proceeds of any rent loss insurance except for the period rent abatement expressly provided above. Tenant hereby waives California Civil Code Sections 1932(2) and 1933(4), providing for termination of time commencing on hiring upon destruction of the date thing hired and Sections 1941 and 1942, providing for repairs to and of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedspremises.

Damage or Destruction. If any of the Improvements shall be destroyed --------------------- or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two One Hundred Fifty Thousand Dollars ($250,000.00150,000.00) or the damage results could result in the termination of one or more of the LeasesLease, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned by Escrow Agent to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such terminationeffect. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 1920, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) 150,000.00 and has could not resulted result in the termination of one or more of the LeasesLease), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller the Tenant pursuant to Paragraph 10 hereof the Lease (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s 's prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s 's right, title, and interest in and under said insurance proceeds.

Damage or Destruction. If any the Leased Premises are so damaged by fire or other cause as to render them untenantable, then Landlord may terminate this Lease as of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the date such damage results in the termination of one or more of the Leases, Purchaser may, occurred by written notice given to Seller Tenant within twenty (20) thirty days after receipt Landlord receives notice of written notice from Seller of the damage; provided, however, that if such damage is caused directly or destructionindirectly by any act, elect to terminate this Agreementomission, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities abuse or negligence of all parties hereunder shall immediately terminate and be of no further force Tenant or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19any person claiming under Tenant, or has no the family members, guests, visitors, invitees, licensees, agents, employees or contractors of Tenant, Landlord shall have the right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policyLease immediately. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds in the event the building of any rent loss insurance for which the Leased Premises are a part are so damaged by fire or other cause (even though the Leased Premises may not be affected) that Landlord decides within a reasonable period of time commencing on not to rebuild, then this Lease shall be terminated as of the date such damage occurred. Upon any such termination, rent shall be prorated as of and paid through the date such damage occurred, or the date of Closinglast possession by Tenant, if anywhichever is later, and the parties shall be relieved of further obligations hereunder; provided, however, that nothing contained herein nor any termination pursuant to this provision shall release Tenant from liability for any damage to the Leased Premises, or the building of which the Leased Premises are a part, caused directly or indirectly by any act, omission, abuse or negligence of Tenant or any person claiming under, by or through Tenant. If the amount of said casualty or rent loss insurance proceeds this Lease is not settled terminated as provided above following any such damage, except any such damage caused directly or indirectly by Tenant or any person claiming under, by or through Tenant, then Landlord shall proceed with reasonable diligence to repair such damage and there shall be an appropriate abatement of rent, based on the date extent to which the damage interferes with Tenant’s use of Closingthe Leased Premises, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsuntil the Leased Premises have been repaired.

Damage or Destruction. If any the Premises are rendered partially or totally untenantable by fire or other casualty, the damage does not occur within the last twelve months of the Improvements shall be destroyed or damaged prior to the Closingthen-effective Lease Term, and if either the estimated damage is repairable within one hundred twenty (120) days from the date of the occurrence, then if insurance proceeds are available to pay the full cost of the repairs, exclusive of deductible, Landlord shall diligently proceed to repair or replacement exceeds Two Hundred Fifty Thousand Dollars restore the basic Building Structure, Tenant Improvements, and Improvements made or installed by or with the written approval of Landlord and which are or shall become the Property of Landlord ($250,000.00) except Tenant and not Landlord shall fully and completely repair any damage to and shall replace the contents of the Premises such as trade fixtures, furniture, equipment or other Improvements belonging to Tenant); otherwise Landlord may elect to terminate this Lease. If Landlord elects to repair, the damage results Rent and Additional Rent shall be abated in the termination portion that the untenantable portion of one Premises bears to the whole thereof, as reasonably determined by Landlord, for the period from the date of the casualty to the completion of the repairs, unless the casualty results from the deliberate and intentional misconduct of Tenant or its contractors, agents or employees, in which case there shall be no abatement. If sixty percent (60%) or more of the LeasesBuilding Rentable Area is destroyed or damaged, Purchaser maythen regardless of whether the Premises are damaged, Landlord may terminate this Lease. Landlord shall advise Tenant of Landlord's election to repair or terminate and, if it elects to repair, of the estimated repair period, by written giving notice given to Seller Tenant thereof within twenty thirty (2030) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligationsoccurrence, and liabilities of all parties hereunder if Landlord advises Tenant that the repairs to the Premises will take longer than one hundred twenty (120) days from the casualty, Tenant shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no have the right to terminate this Agreement Lease by so advising Landlord in writing thereof within fifteen (because 15) days thereafter. In the event of damage by casualty, Tenant shall, at its sole cost and expense, repair all damage to its own personal property and to all Improvements that are the property of Tenant. Landlord shall not be liable to Tenant for damages, compensation or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination other sums for inconvenience, loss or business or disruption arising from any casualty or any repairs to or restoration of one or more any portion of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid Building or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsPremises.

Damage or Destruction. If any of the Improvements shall be destroyed or damaged If, prior to the ClosingDefeasance Date, the Continental Special Facilities shall be damaged or partially or totally destroyed by fire, flood, windstorm, or other casualty, there shall be no abatement or reduction in the Basic Rent or Bond Rent payable by Airline. Continental assigns to City all its rights to the proceeds of any property insurance for the damage or destruction of the Continental Special Premises, and if either City agrees to apply such proceeds and any other moneys Airline or any other party may provide for that purpose (i) to the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars reconstruction of the Continental Special Premises to the fullest extent that such proceeds and other moneys suffice for that purpose and such repair or reconstruction is feasible, but without assuming any obligation to use or apply any other moneys or revenues for that purpose and ($250,000.00ii) or to the damage results payment of Bond Service Charges on the Bonds by depositing said proceeds with the Trustee for deposit in the termination Bond Fund to be applied in accordance with the Indenture, if and to the extent that such repair or reconstruction is not feasible. City shall give prompt written notice to the Trustee of one any damage or more destruction of the LeasesContinental Special Premises. In the event that any insurance proceeds are net of a deductible, Purchaser mayAirline shall pay to City the amount of such deductible. City shall also be required to so apply the proceeds of any insurance policies of City received by City as a result of such damage or destruction. In the event of damage, destruction or loss of any portion of the Continental Special Premises by an insured risk after the Defeasance Date, which damage, destruction or loss is not capable of being repaired within ninety (90) days, Airline shall have the option, exercisable by written notice given to Seller City within twenty sixty (2060) days after receipt of written notice from Seller the occurrence of such damage or destructionevent, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant forthwith. If this Agreement is so terminated, City shall receive from the insurance proceeds an amount equal to the full insurable value minus the net book value, with Airline receiving the balance. If this Paragraph 19Agreement is not terminated as aforesaid, or has no right if such damage, destruction or loss is capable of being repaired within said ninety (90) day period, the provisions of the immediately preceding paragraph shall apply; provided, however, that if such damage, destruction or loss occurs within six (6) months of the expiration of this Agreement, than Airline shall have the option either to effect such repair, replacement, restoration or rebuilding or in lieu thereof, to terminate this forthwith the Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more make payment of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller received by reason of such damage, destruction or damage under the insurance required loss to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent City in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together accordance with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount provisions of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsimmediately preceding paragraph.

Damage or Destruction. If the Premises or the Building is damaged by fire, vandalism, malicious mischief or any other occurrence, unless this Lease shall be terminated as hereinafter provided, Landlord shall diligently proceed to repair or restore the basic Building structure and all improvements made or installed by Landlord to the condition in which they existed immediately prior to such destruction or damage, to the extent of the Improvements available insurance proceeds (Landlord will carry replacement cost insurance with coverage of at least 80%) and subject to delays which may arise by reason of adjustment of loss under insurance policies and delays beyond the reasonable control of Landlord. Tenant shall fully and completely repair or replace any damage to improvements installed by Tenant and any damage to trade fixtures, furniture or equipment. If the Premises are rendered entirely or partially untenantable, the Base Rent shall proportionately xxxxx until the Landlord’s repairs are completed unless the damage resulted from the actions or omissions of Tenant, Tenant’s employees or agents, in which case there shall be destroyed or damaged prior no such abatement. If the damage to the Closing, and if either Premises or the estimated cost of Building is so extensive that Landlord decides not to repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) rebuild, Landlord shall give Tenant written notice of that decision within 90 days after the damage. Base Rent and other charges shall be adjusted to the date of such damage and Tenant shall thereupon promptly vacate the Premises, the Lease shall terminate and neither party shall have any liability to the other under this Lease for any obligations arising after the termination. If damage to the Building or Premises prevents Tenant from occupying the damage results in the termination of one or more of the LeasesPremises for 6 months, Purchaser may, Tenant may terminate this Lease by written notice to Landlord given to Seller within twenty (20) 30 days after receipt expiration of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds6 month period.

Damage or Destruction. If any Section 17.1. the Premises or the Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then, except as set forth herein,(a) Landlord shall diligently repair and restore the Base Building Work to substantially the same condition as prior to such damage or destruction and (b) following Substantial Completion of the Improvements Base Building Work by Landlord, Tenant shall be destroyed or damaged diligently repair and restore the Premises to substantially the same condition it was in prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, which repair and restoration work shall be performed in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of accordance with all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases)applicable provisions of this Lease (including, and the sale without limitation, Article IX) except that Landlord shall have no obligation to pay for any costs in excess of the Property is consummatedcost to restore the Base Building Work, Purchaser shall be entitled it being agreed that the cost to receive all insurance proceeds paid or payable to Seller by reason restore the remainder of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing improvements shall be paid by Seller Tenant. Prior to Purchaser at Closingcommencement of such restoration by Tenant, together Tenant shall provide Landlord with evidence satisfactory to Landlord of Tenant’s financial ability to complete such restoration. Notwithstanding the lesser foregoing, in the event of any of the following circumstances, Landlord may elect either to terminate this Lease or to perform Landlord’s restoration work and shall provide Tenant with written notice of Landlord’s election (iiithe “Casualty Notice”), which shall contain the estimated completion date with respect to the Base Building Work (the “Landlord Estimated Completion Date”) and the additional amount of time after the actual completion date of the Base Building Work that amount is expected to be necessary to cover any difference between complete the amount remainder of such proceeds the improvements (the “Tenant Estimated Completion Date” and the estimated cost total time expected to complete the Base Building Work and the remainder of repair or replacementimprovements (the “Estimated Completion Date”), or within one hundred twenty (iv120) the amount days of the deductible under Seller’s property damage insurance policy. In additionor destruction, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for in the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.following circumstances:

Damage or Destruction. If Section 7.01 Partial Damage to Property Tenant shall notify Landlord in writing immediately upon the occurrence of any of the Improvements shall be destroyed or damaged prior damage to the Closing, Property. If the Property is only partially damaged and if either the estimated proceeds received by Landlord from the insurance policies described in Paragraph 4.04(b) are sufficient to pay for the necessary repairs, this Lease shall remain in effect and Landlord shall repair the damage as soon as reasonably possible. Landlord shall not be required to make repairs or replacements of any damage to fixtures, equipment, personal property or leasehold improvements of Tenant's. If the insurance proceeds received by Landlord are not sufficient to pay the entire cost of repair repair, or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) if the cause or the damage results is not covered by the insurance policies which Landlord maintains under Paragraph 4.04(b), Landlord may elect either to (a) repair the damage as soon as reasonably possible, in the termination of one which case this Lease shall remain in full force and effect, or more (b) ten-ninate this Lease as of the Leases, Purchaser may, by written notice given to Seller date the damage occurred. Landlord shall notify Tenant within twenty thirty (2030) days after receipt of notice of the occurrence of the damage, whether Landlord elects to repair the damage or terminate the Lease. If Landlord elects to repair the damage, Tenant shall pay Landlord the "deductible amount" (if any) under Landlord's insurance policies, and, if the damage was due to an act or omission of Tenant, the difference between the actual cost of repair and any insurance proceeds received by Landlord. If Landlord elects to terminate this Lease, Tenant may elect to continue this Lease in full force and effect, in which case Tenant shall repair any damage to the Property and any building in which the Property is located. Tenant shall pay the cost of such repairs, except that, upon satisfactory completion of such repairs, Landlord shall deliver to Tenant any insurance proceeds received by Landlord for the damage repaired by Tenant. Tenant shall give Landlord written notice from Seller of such election within ten (10) days after receiving Landlord's ten-nination notice. If the damage or destructionto the Property occurs during the last six (6) months of the Lease Term, Landlord may elect to terminate this AgreementLease as of the date the damage occurred, in which event regardless of the Xxxxxxx Money sufficiency of any insurance proceeds. In such event, Landlord shall immediately not be returned obligated to Purchaser repair or restore the Property and the rights, duties, obligations, and liabilities of all parties hereunder Tenant shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has have no right to terminate continue this Agreement Lease. Landlord shall notify Tenant of its election within thirty (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.0030) and has not resulted in the termination days after receipt of one or more notice of the Leases), and the sale occurrence of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsdamage.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and if either the estimated like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. If the cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Landlord's insurance carrier, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in Landlord's opinion, be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. Finally, and liabilities if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of all parties hereunder the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect have the option to terminate this Agreement pursuant Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Paragraph 19Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other casualty which Landlord is required to insure pursuant to Section 14(c) above, the damage shall be destroyed repaired by Landlord provided the Damage Repair Estimate indicates that repairs can be completed within one hundred eighty (180) days after the date of the Damage Repair Estimate, without the payment of overtime or damaged prior other premiums, and until such repairs are completed rent shall be abated in proportion to the Closingpart of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). Upon the occurrence of any damage to the Premises, and Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs ($250,000.00the “Excess TI Costs”) or shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage, except that if Excess TI Costs exceed one (1) month of Tenant’s Basic Rental, notwithstanding anything to the damage results in the termination of one or more of the Leasescontrary contained herein, Purchaser may, Tenant may terminate this Lease by written notice given to Seller Landlord within twenty ten (2010) days after receipt Tenant learns of the amount of the Excess TI Costs, in which case this Lease shall so terminate unless Landlord notifies Tenant, within ten (10) days after Landlord receives such written notice of termination from Seller Tenant, that Landlord agrees to fund the Excess TI Costs over and above one (1) month of Tenant’s Basic Rental. If, however, the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after the date of the Damage Repair Estimate without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such damage or destructiontermination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by any casualty or cause, whether or not the Premises or any improvements within the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s and Tenant’s insurance policies and if the amount that Landlord will be required to expend in which event connection with such repairs (not covered by insurance) exceeds two (2) months of Tenant’s Basic Rental, unless Tenant agrees, within ten (10) days after its receipt of written request from Landlord, to fund such deficiency to the Xxxxxxx Money shall immediately be returned extent in excess of two (2) months of Tenant’s Basic Rental and to Purchaser and provide adequate security, as reasonably determined by Landlord, to ensure that Tenant has the rightsability to fund such deficiency. However, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord’s termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after the date of the Damage Repair Estimate, Tenant may elect, not later than thirty (30) days after Tenant’s receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant’s notice. Furthermore, if neither Landlord nor Tenant have terminated this Lease and if such repairs are not substantially complete (i.e., complete other than minor punch list items) within the period specified in the Damage Repair Estimate for such repairs (but not fewer than one hundred eighty (180) days after the date of the Damage Repair Estimate), Tenant may, at any time thereafter, deliver notice to Landlord (“Conditional Termination Notice”) of Tenant’s election to terminate this Lease, in which case if such repairs are not substantially complete within forty-five (45) days after the date of Landlord’s receipt of the Conditional Termination Notice, this Lease shall terminate as of the date of expiration of such forty-five (45) day period. However, if such repairs are substantially complete within such forty-five (45) day period, then Tenant’s Conditional Termination Notice shall be of no force or has effect. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. In the event that the Premises or the Project is destroyed or damaged to any substantial extent during the last twelve (12) months of the Term and if such damage shall take longer than sixty (60) days to repair, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance carried by Landlord relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If the Premises are partially damaged or destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, on receipt of the Improvements insurance proceeds, repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction. Landlord’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises, or the proceeds received by Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the Basic Monthly Rent59 shall be destroyed abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenantable, if any. If (a) by reason of such occurrence the Premises are rendered wholly untenantable, (b) the Premises are damaged prior as a result of a risk not covered by insurance, (c) the Premises are damaged in whole or in part during the last twelve (12) months of the Term, (d) the Premises or the Building (whether or not the Premises are damaged) is damaged to the Closing, and if either the estimated cost extent of repair or replacement exceeds Two Hundred Fifty Thousand Dollars twenty-five percent ($250,000.0025%) or the damage results in the termination of one or more of the Leasesthen-replacement value of either or to the extent that it would take, Purchaser mayin Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, or (e) insurance proceeds adequate to repair the Property are not available to Landlord for any reason, Landlord may either elect to repair the damage or cancel this Lease by written notice of cancellation within thirty (30) days after such event, and60 such notice Tenant shall vacate and surrender the Premises to Landlord. If Landlord elects to repair any such damage, any abatement of Basic Monthly Rent shall end on notice given by Landlord to Seller Tenant that the Premises have been repaired. If the damage is caused by the negligence of Tenant or Tenant’s Occupants, Basic Monthly Rent shall not xxxxx. Except for abatement of Basic Monthly Rent61, if any, Tenant shall have no claim against Landlord for any loss suffered by reason of any such damage, destruction, repair or restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises or the Building. The proceeds of all insurance carried by Tenant on Tenant’s furnishings, trade fixtures, leasehold improvements, equipment and other personal property shall be held in trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, leasehold improvements, equipment and other personal property installed in the Premises by Tenant or at the direct or indirect expense of Tenant62. Unless this select, together with rental interruption insurance in a commercially reasonable amount, (y) commercial general liability insurance with a combined single limit for bodily injury and property damage of not less than $1,000,000 per occurrence, and (z) any insurance required by law for the protection of employees of Landlord working on or around the Property (including, without limitation, worker’s compensation insurance) with no less than the limits required by law. All such insurance shall be provided by financially capable, licensed, third-party insurers. 59 and Tenant’s Share of Operating Expenses 60 within twenty thirty (2030) days after receipt of written notice from Seller 61 and Tenant’s Share of Operating Expenses 62 , unless such damage is caused by the willful misconduct or destruction, elect gross negligence of Landlord or Landlord’s employees or agents (but subject to terminate this Agreement, the waiver of subrogation provisions set forth in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement Paragraph 12) Lease is terminated by Landlord pursuant to this Paragraph 19Paragraph, Tenant shall be required to restore or has no right to terminate this Agreement (because the replace such furnishings, trade fixtures, leasehold improvements, equipment and other personal property on damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled at least a condition equal to receive all insurance proceeds paid or payable that existing prior to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsevent.

Damage or Destruction. If the Building is at any of time damaged or destroyed in whole or in part by fire, casualty or other causes, Landlord shall have sixty (60) days from such damage or destruction to determine and inform Tenant whether Landlord will restore the Improvements shall be destroyed or damaged Building to substantially the condition that existed immediately prior to the Closingoccurrence of the casualty. If Landlord elects to rebuild, Landlord shall complete such repairs within one hundred and eighty (180) days from the end of the sixty (60) day period. If such repairs have not been completed within that 180-day period, and if either Tenant desires to terminate the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more Lease as a result thereof, then Tenant must notify Landlord prior to Landlord’s completion of the Leases, Purchaser may, by written notice given repairs of Tenant’s intention to Seller within twenty terminate this Lease. Landlord shall then have ten (2010) days after Landlord’s receipt of written notice from Seller of Tenant’s election to terminate to complete such repairs (as evidenced by a certificate of completion). If Landlord does complete such repairs prior to the expiration of such ten-day cure period, Tenant shall have no such right to terminate this Lease. Tenant shall, upon substantial completion by Landlord, promptly and diligently, and at its sole cost and expense, repair and restore any improvements to the Building made by Tenant to the condition which existed immediately prior to the occurrence of the casualty. If, in Landlord’s reasonable estimation, the Building cannot be restored within two hundred forty (240) days of such damage or destruction, elect to then either Landlord or Tenant may terminate this AgreementLease effective as of the date specified in such notice, which date shall not be less than thirty (30) nor more than sixty (60) days after the date such notice is given of the casualty. Until the restoration of the Building is complete, there shall be an abatement or reduction of Rent in the same proportion that the square footage of the Building so damaged or destroyed and under restoration bears to the total square footage of the Building, unless the damaging event was caused by the negligence or willful misconduct of Tenant, its employees, officers, agents, Tenants, invitees, visitors, customers, concessionaires, assignees, subtenants, contractors or subcontractors, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser there shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of no such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsabatement.

Damage or Destruction. If Tenant shall give immediate written notice to Landlord upon Tenant's knowledge of any of the Improvements shall be destroyed or damaged prior damage caused to the Closing, and if either Premises by fire or other casualty. If the estimated cost of repair Project is damaged by fire or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser other insured casualty and the rights, duties, obligations, insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Project (as further addressed in Article 17 below) and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser Landlord does not elect to terminate this Agreement pursuant Lease as hereinafter provided, the damage shall be repaired by Landlord provided such repairs can, as reflected in the Damage Repair Estimate (as defined below), be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord and until such repairs are completed Basic Rental and Additional Rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). Within sixty (60) days after the date Landlord learns of the necessity for repairs as a result of damage, Landlord shall notify Tenant (the "Damage Repair Estimate") of Landlord's reasonable estimate of the period of time in which the repairs will be completed, based upon an estimate from a contractor experienced in comparable repairs. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above. If repairs cannot, as reflected in the Damage Repair Estimate, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Paragraph 19Lease shall continue in effect and the Basic Rental and Additional Rent shall be abated, if at all, in the manner provided in this Article 16, or has no right (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. However, if the Damage Repair Estimate indicates that repairs cannot be completed within two hundred seventy (270) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant's receipt of the Damage Repair Estimate, to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more Lease by written notice to Landlord effective as of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent date specified in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policyTenant's notice. In addition, at ClosingLandlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, Seller whether or not the Premises are affected, if the damage is material and is not fully covered, except for deductible amounts, by Landlord's insurance policies, unless Tenant agrees to fund the insurance shortfall. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord and Tenant shall pay over each have the option to Purchaserterminate this Lease by giving written notice to the other party of the exercise of such option within sixty (60) days after such party learns of the necessity for repairs as the result of such damage; provided, however, that Tenant may nullify any such termination by Landlord if Tenant properly exercises an available extension Option under Article 31 below (but otherwise subject to the provisions set forth above). Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and assign that Landlord shall not be obligated to Purchaserrepair any damage thereto or replace the same. With respect to any damage which Landlord is obligated to repair or elects to repair, all proceeds Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of any rent loss insurance for Sections 1932 and 1933 of the period of time commencing on the date of ClosingCalifornia Civil Code, if anyexcept as expressly provided in this Article 16 above. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceeds.EXHIBIT "I"

Damage or Destruction. If the Premises are damaged or destroyed by fire, earthquake or any other casualty to such an extent as to render the same untenantable in whole, Tenant shall give Landlord immediate notice of the Improvements shall be destroyed or damaged prior to the Closingoccurrence of any such casualty, and if either the estimated cost this Lease shall terminate as of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing such casualty and all rent shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount accounted for as of such proceeds and date. If the estimated cost of repair Premises are damaged or replacementdestroyed by fire, earthquake or (iv) the amount any other casualty to such an extent as to render 40% of the deductible under SellerPremises untenantable, Tenant shall give Landlord immediate notice of the occurrence of any such casualty. Landlord must notify Tenant within 20 days of the occurrence of such casualty, if the Premises cannot reasonably be restored within 120 days from the date of casualty. Landlord or Tenant may terminate this Lease by providing the other written notice of same within 15 days of the date of casualty. If the Premises can reasonably be restored within 90 days from the date of casualty, Landlord shall notify Tenant in writing within 20 days of such casualty of Landlord’s property damage intention to restore the Premises and shall promptly commence said restoration and repair at its own expense excluding the improvements installed by Tenant and work diligently to complete same within the 90 days, and this Lease shall continue in full force and effect subject to delays arising from the collection of insurance policyproceeds or from Force Majeure events. In addition, at ClosingLandlord agrees to use reasonable efforts to assist Tenant in finding temporary substitute space, Seller including available space owned by Landlord. Landlord shall pay over to Purchasersubmit initial plans and specifications, and assign any changes thereafter, for Tenant’s review and approval. Tenant shall have the right to Purchaserinspect periodically the restoration and repair work. Landlord warrants that all repairs and restoration of the Premises shall be in compliance with all Laws of all governmental authorities having jurisdiction over the Premises. Tenant at Tenant’s expense, except if same is necessitated by Landlord’s acts or omissions, shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure events, all proceeds repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either party may terminate this Lease if the Premises are substantially damaged during the last year of the Primary Term or each Extended Term and Landlord reasonably estimates that it will take more than 1 month to repair such damage. If (a) the Property is damaged by fire or other casualty thereby causing the Premises to be untenantable or (b) the Premises are partially damaged by fire or other casualty, the Rent shall be proportionally abated to the extent of any rent actual loss insurance for of use of the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled Premises by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsTenant.

Damage or Destruction. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business (but there shall be destroyed no abatement of rent by reason of any portion of the Premises being unusable for a period. equal to one (1) day or damaged prior less). However, if the damage is due to the Closingfault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if either the estimated cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If repairs cannot, in Landlord's opinion, be completed within two hundred seventy ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20270) days after receipt of written notice from Seller the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. Finally, and liabilities if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of all parties hereunder the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect have the option to terminate this Agreement pursuant Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Paragraph 19Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or has interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If In the event the Premises or the Building are damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Building, the damage shall be repaired by and at the expense of Landlord to the extent of such insurance proceeds available therefor, provided such repairs can, in Landlord’s sole opinion, be made within two hundred forty (240) days after the occurrence of such damage without the payment of overtime or other premiums. Until such repairs are completed, the Base Rent and Additional Rent shall be abated in proportion to the part of the Improvements Premises which is unusable by Tenant in the conduct of its business. If repairs cannot, in Lxxxxxxx’s sole and reasonable opinion be made within two hundred forty (240) days, Landlord shall notify Tenant within sixty (60) days of the date of occurrence of such damage as to whether or not Landlord elects to make such repairs and if no such notice is given, Landlord shall be destroyed deemed to have elected to make such repairs. If Landlord elects not to make such repairs or damaged prior to the Closingsuch repairs cannot be made within one hundred eighty (180) days of notice, and if then either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser party may, by written notice given to Seller within twenty (20) days after receipt the other, cancel this lease as of written notice from Seller the date of the occurrence of such damage or destructiondamage. Except as provided in this Section, elect to terminate this Agreement, in which event the Xxxxxxx Money there shall immediately be returned to Purchaser no abatement of Base Rent and the rights, duties, obligationsAdditional Rent, and liabilities no liability of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller Landlord by reason of any injury to or interference with Txxxxx’s business or property arising from any such destruction fire or other casualty or from the making or not making of any repairs, alterations or improvements in or to any portion of the Building or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture or furnishings or inventory or on any fixtures or equipment removable by Tenant under the provisions of this Lease and that Landlord shall not be obliged to repair any damage thereto or replace the same. Landlord shall not be required to repair any injury or damage under the insurance required to be maintained caused by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle fire or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacementother cause, or (iv) to make any repairs or replacements to or of improvements installed in the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled Premises by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsTenant.

Damage or Destruction. A. If at any of the Improvements shall be destroyed or damaged time prior to the ClosingCommencement Date, and if either the estimated cost of repair Premises are damaged or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, destroyed by casualty Landlord shall give Tenant written notice given to Seller ("Landlord's Pre-Commencement Repair Notice") within twenty thirty (2030) days after the damage occurs advising Tenant whether or not, in Landlord's reasonable opinion, the damages from such casualty will delay the Substantial Completion Date by more than one hundred eighty (180) days beyond the then-current scheduled Substantial Completion Date. If Landlord’s Pre-Commencement Repair Notice states that in Landlord's reasonable opinion, the damages from such casualty will so delay the then-current scheduled Substantial Completion Date, then (i) Landlord may terminate this Lease, provided Landlord notifies Tenant of such termination within the same 30-day period that Landlord’s Pre-Commencement Repair Notice is to be given, and (ii) if Landlord has not elected to so terminate this Lease, Tenant may terminate this Lease by giving Landlord written notice thereof within thirty (30) days following the its receipt of Landlord’s Pre-Commencement Repair Notice. If at any time after the Commencement Date, the Premises are damaged or destroyed by casualty Landlord shall give Tenant written notice from Seller of such ("Landlord's Post-Commencement Repair Notice") within thirty (30) days after the damage occurs advising Tenant whether or destruction, elect to terminate this Agreementnot, in which event Xxxxxxxx's reasonable opinion, the Xxxxxxx Money shall immediately damages from such casualty can be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement repaired within one hundred eighty (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00180) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by days from the date of Closing shall said casualty. If Landlord’s Post-Commencement Repair Notice states that in Landlord's reasonable opinion, the damages from such casualty cannot be paid by Seller to Purchaser at Closingrepaired within such 180-day period, together with the lesser of then (iiii) that amount necessary to cover any difference between the amount Landlord may terminate this Lease, provided Landlord notifies Tenant of such proceeds and termination within the estimated cost of repair or replacement, or (iv) the amount of the deductible under Sellersame 30-day period that Landlord’s property damage insurance policy. In addition, at Closing, Seller shall pay over Post-Commencement Repair Notice is to Purchaserbe given, and assign (ii) if Landlord has not elected to Purchaserso terminate this Lease, all proceeds Tenant may terminate this Lease by giving Landlord written notice thereof within thirty (30) days following the its receipt of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of SellerLandlord’s right, title, and interest in and under said insurance proceedsPost-Commencement Repair Notice.

Damage or Destruction. If any Within sixty (60) days after the date Landlord learns of the Improvements necessity for repairs as a result of damage, Landlord shall notify Tenant ("DAMAGE REPAIR ESTIMATE") of Landlord's estimated assessment of the period of time in which the repairs will be completed. If the Project is damaged by fire or other insured casualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be destroyed or damaged prior repaired by Landlord to the Closingextent such insurance proceeds are available therefor and provided the Damage Repair Estimate indicates that repairs can be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if either the estimated damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair or replacement of improvements within the Premises by Landlord exceeds Two Hundred Fifty Thousand Dollars the amount of insurance proceeds received by Landlord from Tenant's insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord's repair of such damage. If, however, the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt of written notice from Seller the. necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums, Landlord may, at its option, either (i) make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this AgreementLease if the Project shall be damaged by fire or other casualty or cause, in which event whether or not the Xxxxxxx Money shall immediately be returned to Purchaser Premises are affected, and the rightsdamage is not fully covered, dutiesexcept for deductible amounts, obligationsby Landlord's insurance policies. However, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser if Landlord does not elect to terminate this Agreement Lease pursuant to Landlord's termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant's receipt of the Damage Repair Estimate, to terminate this Paragraph 19Lease by written notice to Landlord effective as of the date specified in Tenant's notice. Finally, if the Premises or has the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. In the event that the Premises or the Project is destroyed or damaged to any substantial extent during the last twelve (12) months of the Lease Term and if such damage shall take longer than sixty (60) days to repair and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's employees, licensees, invitees or agents, then notwithstanding anything in this Article 16 to the contrary, Tenant shall have the option to terminate this Lease by written notice to Landlord of the exercise of such option within sixty (60) days after Tenant learns of the necessity for repairs as the result of such damage. A total destruction of the Project shall automatically terminate this Lease. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant's furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Except for proceeds relating to Tenant's furniture, furnishings, trade fixtures and equipment, Tenant acknowledges that Tenant shall have no right to terminate any proceeds of insurance relating to property damage. With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant, as a material inducement to Landlord entering into this Agreement (because Lease, irrevocably waives and releases its rights under the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) provisions of Sections 1932 and has not resulted in the termination of one or more 1933 of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedsCalifornia Civil Code.

Damage or Destruction. If any PARTIAL DAMAGE - INSURED. In the event the Premises or the Building are partially damaged by fire or other casualty which is covered under fire and extended coverage insurance carried pursuant to SECTION 13.2(1) above, Landlord shall restore such damage provided insurance proceeds are available to pay one hundred percent (100%) of the Improvements shall be destroyed or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars restoration and provided such restoration can be completed within one hundred eighty ($250,000.00) or the damage results in the termination of one or more of the Leases, Purchaser may, by written notice given to Seller within twenty (20180) days after receipt the commencement of written the work thereof under the laws and regulations of the state, federal, county and municipal authorities having jurisdiction thereover and if such conditions apply so as to require Landlord to restore such damage, this Lease shall continue in full force and effect. Tenant shall be entitled to a proportionate reduction of Fixed Rent and Tenant's Proportionate Share of Operating Costs and Taxes while such restoration takes place, such proportionate reduction to be based upon the extent to which the restoration efforts interfere with Tenant's business in the Premises, provided that Tenant shall not be entitled to such reduction in Fixed Rent and Tenant's Proportionate Share of Operating Costs and Taxes if the damage is the result of negligence, default or omission of Tenant, its agents, employees, contractors, or invitees; and provided, further, that in no event shall the reduction of Fixed Rent and Tenant's Proportionate Share of Operating Costs and Taxes exceed the amounts received by Landlord from rent loss insurance. Tenant's rights to a reduction in Fixed Rent and Tenant's Proportionate Share of Building Operating Costs and Taxes hereunder shall be Tenant's sole and exclusive remedy in connection with any such damage. Notwithstanding the foregoing, Landlord may terminate this Lease if such damage or casualty occurs during the last twelve (12) months of the term of this Lease (or the term of any renewal option, if applicable) by giving Tenant notice from Seller thereof at any time within thirty (30) days of the occurrence of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money casualty and such notice shall immediately be returned to Purchaser and the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect except those that expressly survive such termination. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) and has not resulted in the termination of one or more of the Leases), and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by specify the date of Closing such termination which date shall not be less than thirty (30) nor more than sixty (60) days after the giving of such notice. In the event of the giving of such notice of termination, this Lease shall expire and all interest of Tenant in the Premises shall terminate on the date so specified in such notice and the Rent shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest in and under said insurance proceedssuch termination.

Damage or Destruction. Tenant shall give prompt notice to Landlord in case of any fire or other damage to the Leased Premises. If any (a) the Leased Premises or building shall be damaged by fire or other occurrence to the extent of more than twenty-five percent (25%) of the Improvements cost of replacement thereof, or (b) the Leased Premises or building shall be destroyed damaged by fire or other occurrence and either the loss shall not be covered by Landlord’s insurance or the net insurance proceeds (after deducting all expenses in connection with obtaining same) shall, by reasonable anticipation, be insufficient to pay for the repair or restoration work to be done by Landlord, or (c) the Leased Premises shall be damaged prior by fire or other occurrence to the Closing, and if either extent of more than ten percent (10% ) of the estimated cost of repair or replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000.00) or thereof during the damage results in the termination of one or more last year of the LeasesTerm, Purchaser maythen in any such event, Landlord may terminate this Lease by written notice given to Seller within twenty thirty (2030) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Xxxxxxx Money shall immediately be returned to Purchaser and the rights, duties, obligationsevent, and liabilities upon the date specified in such notice, which shall not be less than (30) days not more than sixty (60) days after the giving of all parties hereunder said notice, this Lease shall immediately terminate and all Base Rent and Additional Rent Charges shall be paid up to the date of no further force or effect except those that expressly survive such termination. If Purchaser does this Lease shall not elect be terminated after damage by fire or other casualty, Base Rent and Additional Rent Charges shall xxxxx in proportion to terminate this Agreement pursuant the floor area in which Tenant shall be unable to this Paragraph 19put to the uses contemplated hereby, unless such fire or has no right other casualty resulted from the gross negligence or willful misconduct of Tenant, its agents, employees or contractors, and Landlord shall, promptly after receipt of the insurance proceeds for such damage and subject to terminate this Agreement (because applicable governmental restrictions, proceed with the restoration of the Leased Premises to substantially the condition in which the same existed prior to the damage or destruction does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) with such changes as Landlord may desire to make, except for Tenant’s leasehold improvements, trade fixtures, furniture, furnishings, removable floor coverings, equipment, signs and has not resulted in the termination all other property of one or more of the Leases), Tenant and the sale of the Property is consummated, Purchaser shall be entitled to receive all insurance proceeds paid or payable to Seller by reason of such destruction or damage under the insurance required to be maintained by Seller pursuant to Paragraph 10 hereof (less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser’s prior written consent in each case. All said insurance proceeds received by Seller by the date of Closing shall be paid by Seller to Purchaser at Closing, together with the lesser of (iii) that amount necessary to cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (iv) the amount of the deductible under Seller’s property damage insurance policy. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the period of time commencing on the date of Closing, if any. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller’s right, title, and interest decoration in and under said insurance proceedsaround the Leased Premises.