Common use of Damage or Destruction Clause in Contracts

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction If any of the Building Improvements shall be destroyed --------------------- or damaged prior to the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofClosing, and the estimated cost of repair or replacement exceeds $100,000.00 or if the Lease shall terminate as a result of such damage, 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 except as expressly provided that herein to the contrary, the rights, duties, obligations, and liabilities of all parties hereunder shall immediately terminate and be of no further force or effect. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 18, or has no right to terminate this Agreement (a) because the damage thereto is such that or destruction does not exceed $100,000.00 and the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue remains in full force and effect. Notwithstanding ), and the foregoingsale of the Property is consummated, Landlord may not terminate this Lease 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 clause Paragraph 9(d) hereof (b) less amounts of this Section 22.1 unless insurance theretofore received and applied by Seller to restoration). If the cost amount of such repairs in excess of any deductible amount and any available said casualty or rent loss insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects is not to repair the Building or the Project, as applicable, then this Lease shall terminate as of settled by the date of such damage or destruction. 22.3. Within sixty (60) days following the date Closing, Seller shall execute at Closing all proofs of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standardassignments of claim, unless Tenant again elects and other similar instruments to upgrade such improvements ensure that Purchaser shall receive all of Seller's right, title, and pay any incremental costs related thereto, except to the extent that excess interest in and under said insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (a) If the Project is damaged or destroyed by fire or any other perils casualty, whether or not covered by extended coverage insurance not exceeding twenty-five percent (25%) of insurance, the full insurable value thereofDeveloper, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlordas promptly as practicable, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with either (i) make the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as determination described in Section 22.19.1(f), Landlord may elect to or (ii) repair, reconstruct and restore restore, replace or rebuild the Building same so that upon completion of such repairs, restoration, replacement or rebuilding the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects Project is of a value not to repair less than the Building or value thereof immediately before the Project, as applicable, then this Lease shall terminate as of the date occurrence of such damage or destruction. 22.3. Within sixty (60) days following destruction or, at the date of damage or destructionDeveloper’s option, Landlord shall give written notice to Tenant construct upon the Project Site new buildings and improvements thereafter together with all new machinery, equipment and fixtures that are either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required attached to complete or are to be used in connection with the repairoperation or maintenance thereof, reconstruction and/or restoration provided that (A) the value thereof shall not be less than the value of such destroyed or damaged Project immediately before the Premises and the parking facilities occurrence of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the such damage or destruction and (B) the nature of such new buildings, improvements, machinery, equipment and fixtures will not impair the character of the Project as a “project” permitted by the Act. If the Developer elects to construct any such new buildings and improvements, for all purposes of this Lease, any reference to the words “Project Improvements” shall be deemed to also include any such new buildings and improvements and all additions thereto and all replacements and alterations thereof. Unless the Developer makes the determination described in Section 9.1 (f), the Net Proceeds of casualty insurance required by Article VII received with respect to such damage or loss to the Project shall be used to pay the cost of repairing, restoring, replacing or rebuilding the Project or any part thereof, subject to the rights of the Lender under the Fee Deed of Trust and related Loan Documents. Subject to the provisions of the Fee Deed of Trust and related Loan Documents, insurance monies in an amount less than $100,000 may be paid to or retained by the Developer to be held in trust and used as provided herein. Subject to the provisions of the Fee Deed of Trust and related Loan Documents, insurance monies in an amount of $100,000 or more shall be (i) paid to the Trustee and deposited in the Project Fund and shall be disbursed as provided in Section 4.4 to pay the cost of repairing, restoring, replacing or rebuilding the Project or any part thereof, or (ii) if determined by the Owners of 100% in principal amount of the Bonds Outstanding, applied as directed by, or on behalf of, such Owners of 100% in principal amount of the Bonds Outstanding, subject to the rights of the Lender. If the Developer makes the determination described in Section 9.1 (f), the Net Proceeds shall be deposited with the Trustee and used to redeem Bonds as provided in Section 9.1 (f), subject to the rights of the Lender under the Fee Deed of Trust and related Loan Documents. (b) If any of the insurance monies paid by the insurance company as hereinabove provided remain after the completion of such repairs, restoration, replacement or rebuilding, and this Lease has not been terminated, the excess shall be deposited in the Bond Fund, subject to the rights of the Lender, any leasehold mortgagee or any other Financing Party. Completion of such repairs, restoration, replacement or rebuilding shall be evidenced by a certificate of completion provided to the City and the Trustee. If the Net Proceeds are insufficient to pay the entire cost of such repairs, restoration, replacement or rebuilding, the Developer shall pay the deficiency. (c) Except as otherwise provided in this Lease, in the event of any such damage by fire or any other casualty, the provisions of this Lease that, by their express terms, survive shall be unaffected and the expiration or earlier termination hereof. 22.5. In Developer shall remain and continue liable for the event payment of repair, reconstruction all Basic Rent and restoration as provided in this Section 22, Additional Rent and all Rent other charges required hereunder to be paid by Tenant the Developer, as though no damage by fire or any other casualty has occurred. (d) The Developer will prosecute or defend any action or proceeding arising out of, or for the collection of any insurance monies that may be due in the event of, any loss or damage. (e) The Developer agrees to give prompt written notice to the City, the Trustee and the Lender of all fires and any other casualties occurring in, on, at or about the Project Site. (f) If the Developer determines that rebuilding, repairing, restoring or replacing the Project is not practicable or desirable, or if the Developer does not have the right under the Fee Deed of Trust, any Leasehold Mortgage or any other Financing Document to use any Net Proceeds for repair or restoration of the Project, any Net Proceeds of casualty insurance required by Article VII received with respect to such damage or loss shall, after payment of all Additional Rent then due and payable, be paid into the Bond Fund and shall be used to redeem Bonds on the earliest practicable redemption date or to pay the principal of any Bonds as the same becomes due, all subject to rights of the Lender under the Loan Documents, any mortgagee under the Leasehold Mortgage (if any) and any Financing Party under the Financing Documents (if any). The Developer agrees to be reasonable in exercising its judgment pursuant to this subsection. Alternatively, if the Developer is the sole owner of the Bonds and it has determined that rebuilding, repairing, restoring or replacing the Project is not practicable or desirable, it may tender Bonds to the Trustee for cancellation in a principal amount equal to the Net Proceeds of the casualty insurance, and retain such proceeds for its own account. (g) The Developer shall not, by reason of its inability to use all or any part of the Project during any period in which the Project is damaged or destroyed or is being repaired, rebuilt, restored or replaced, nor by reason of the payment of the costs of such rebuilding, repairing, restoring or replacing, be entitled to any reimbursement from the City, the Trustee or the Owners or to any abatement or diminution of the rentals payable by the Developer under this Lease or of any other obligations of the Developer under this Lease except as expressly provided in this Section. (h) The rights of the City and the Trustee in and to any Net Proceeds are and will at all times be subject to the rights of the Lender with respect to such Net Proceeds. (i) Nothing herein shall be abated proportionately based deemed to authorize the Developer to allow an unsafe, dangerous, unhealthy or injurious condition to exist on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction Project or restoration, unless Landlord provides Tenant with other space during the period of repair thatany portion thereof, in Tenant’s reasonable opinionviolation of any applicable laws, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises codes and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement ordinances due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projecta fire or other casualty. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, (including, without limitation, any such election made pursuant to Section 24.6 or Section 24.8 below) then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. 23.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 23.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within 23.3 Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not whether to repair, reconstruct or restore the Building or the Project, as applicable, or (b) and in such notice, Landlord shall indicate Landlord’s good faith estimate of the amount of time reasonably anticipated to be required to complete such repairs. If the repairexpected time to complete repairs exceeds twelve (12) months, reconstruction and/or restoration then Tenant may terminate this Lease upon written notice given to Landlord within thirty (30) days after receipt of the Premises and the parking facilities of the ProjectLandlord’s notice. 22.4. 23.4 Upon any termination of this Lease under any of the provisions of this Section 22Article 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. All property insurance proceeds (except with respect to Tenant’s personal property and removable equipment that Tenant purchased without any contribution from Landlord) shall be paid to Landlord. 22.5. 23.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article 23, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord at its sole cost provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption insurance actually received by Tenant with respect to the Premises. 22.6. 23.6 Notwithstanding anything to the contrary contained in this Section 22Article 23, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will commence or complete repairs shall be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectextended on a day-for-day basis. 22.7. 23.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Property that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building StandardStandard (except with respect to improvements paid for out of the TI Allowance), unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 23.8 Notwithstanding anything to the contrary contained in this Section 22Article 23, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article 23 occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor (provided Landlord carried insurance required under this Lease). Furthermore, if the damage resulting from any casualty covered under this Article 23 occurs during the last twelve (12) months of the Term or any extension hereof, Tenant shall be entitled to terminate this Lease upon written notice to Landlord. 23.9 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default beyond applicable notice and cure periods under this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within nine (9) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within ninety (90) days after the date set forth in the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes permitting the parties to terminate this Lease as a result of any damage or destruction).

Damage or Destruction. 22.1. 25.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 25.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect, and Landlord shall notify Tenant in writing of such election, specifying the estimated time to completion such repairs, reconstruction and restoration. If Landlord estimates that the repairs, reconstruction and restoration will not be completed within ninety (90) days from the date of the happening of such casualty, or if such casualty occurs within the last six (6) months of the Term, Tenant shall have the right to terminate this Lease upon written notice to Landlord delivered within ten (10) business days after receipt of Landlord’s notice of Landlord’s election to repair. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty 25.3 Landlord shall give written notice to Tenant within thirty (6030) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 25.4 Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 25.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.6. 25.6 Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises alter the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.7. 25.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 25.8 Notwithstanding anything to the contrary contained in this Section 22Article 25, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article 25 occurs during the last twelve six (126) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 25.9 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within nine (9) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within twelve (12) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced solely by the amount of business interruption proceeds actually received by Tenant which are expressly attributable to Tenant’s obligation to pay Rent under this Lease. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repairs, reconstruction and restoration if such delays exceed 180 days in the Premises and the parking facilities of the Projectaggregate. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1. 22.1 In the event of a partial damage to or destruction of all or any portion of the Premises or the Building or the Project by fire or other perils (collectively, “improvements”) arising from a risk substantially covered by extended coverage the insurance not exceeding twenty-five percent described in Section 21.2, Landlord shall within a reasonable time commence and proceed diligently to repair, reconstruct and restore (25%) of the full insurable value thereofcollectively, and provided that (a“restore”) the damage thereto is such that Premises and/or the Building to substantially the same condition as they were in immediately prior to the casualty, whether or not the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds are sufficient to cover the actual cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), restoration. Landlord shall commence and proceed diligently with the work be responsible for all costs of repair, reconstruction and restoration of the Premises and/or Building or the Projectin excess of insurance proceeds. Except as expressly set forth below, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of notwithstanding such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)damage or destruction. 22.2. 22.2 In the event of any damage to or destruction of all or any portion of the Premises or the Building or arising from a risk which is not substantially covered by the Project other than as insurance described in Section 22.121.2, Landlord may elect shall within a reasonable time, at its expense, commence and proceed diligently to repair, reconstruct and restore the Premises and/or the Building or to substantially the Project, same condition as applicable, they were in which case this immediately prior to the casualty. This Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of effect notwithstanding such damage or destruction; provided, however, that if the damage or destruction occurs during the last year of the term and the expense of restoration exceeds $ 100,000, then either Landlord or Tenant may, at its election, by written notice to the other, terminate the Lease; provided further, that if the damage or destruction occurs at any other time and the expense of restoration exceeds $500,000, then Landlord may, at its election, by written notice to Tenant, terminate the Lease. 22.322.3 In satisfying its obligations under this Article 22, Landlord shall not be required to fulfill its restoration responsibilities with improvements identical to those which were damaged or destroyed; rather, with the consent of Tenant, which consent will not be unreasonably withheld or delayed, Landlord may restore the damage or destruction with improvements reasonably equivalent to those damaged or destroyed. 22.4 In the event of damage, destruction and/or restoration as herein provided, there shall be no abatement of Rent, and Tenant shall not be entitled to any compensation or damages occasioned by any such damage, destruction or restoration. Within Notwithstanding the foregoing, in the event restoration of the Premises and/or the Building cannot reasonably be completed within six (6) months following the damage or destruction, Landlord will give notice thereof to Tenant within sixty (60) days following the date of such damage or destruction, Landlord shall give and Tenant at its election may by written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLandlord terminate this Lease. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 22.5 Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or restoration of the Premises and improvements after the parking facilities occurrence of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant may terminate this Lease by written notice war, government restrictions, inability to procure the necessary labor or materials, strikes, or other causes beyond the control of termination given no later than sixty Landlord (60) days after but excluding economic conditions or financial inability to perform), the time for Landlord notifies Tenant to commence or complete restoration shall be extended for the time reasonably required as to how much time will be required to complete the repair, reconstruction and/or restoration a result of the Premises and the parking facilities of the Projectsuch causes. 22.7. If Landlord is obligated to 22.6 Tenant waives the provisions of Civil Code Section 1932(2) and 1933(4) or elects to repair, reconstruct any similar statute now existing or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions hereafter adopted governing destruction of the Premises, so that the Building parties’ rights and obligations in the event of damage or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense destruction shall be governed by the obligation provisions of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectthis Lease. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction (a) If all or any part of the Building shall be destroyed or the Project damaged by fire or other perils covered casualty required to be insured against under Section 6(a) of this Lease, then Landlord shall, as promptly as feasible (taking into account the time necessary to conclude a satisfactory settlement with any insurance company involved), repair such damage and restore the Building as nearly as possible to the condition that existed immediately prior to the occurrence of such casualty. If the damage or destruction occurs during the last two (2) years of the Initial Term or during any Renewal Term, and the restoration of the Premises cannot be diligently completed within a twelve (12) month period after the date of the damage or destruction, then either party may terminate this Lease by extended coverage insurance not exceeding giving the other party notice of termination. Such termination shall be effective twenty (20) days following receipt of the notice by the other party, except that a notice of termination by Landlord shall be of no force or effect if within twenty (20) days after receipt of such notice Tenant gives written notice ("Nullification Notice") to Landlord of Tenant's exercise of any available renewal option. In addition, if Landlord fails to complete such restoration prior to the applicable "Restoration Date" described below, Tenant shall have the option to terminate this Lease by giving written notice to Landlord at any time prior to the commencement or completion of restoration, as applicable. For purposes of the preceding sentence, if the extent of the damage or destruction is less than twenty-five percent (25%) of the full insurable replacement cost value of the Building, the "Restoration Date" shall be the date that is twelve (12) months after the date of the damage or destruction, and if the extent of the damage or destruction is equal to or greater than twenty-five percent (25%) of the replacement cost of the Building, the "Restoration Date" shall be the date that is eighteen (18) months after the date of the damage or destruction. If this Lease is not terminated or if Landlord's termination is nullified by a Nullification Notice, Landlord shall be obligated to restore the Premises as provided above. If this Lease is terminated, all insurance proceeds for the Premises and other improvements payable under Landlord's policies and derived from such damage or destruction shall be paid solely to Landlord, and all Rent shall xxxxx and be prorated as of the date of the damage or destruction (with any surplus rent paid in advance being refunded to Tenant). (b) If Tenant is deprived of the use of all or any portion of the Building by reason of any such damage or casualty or the repair thereof, and provided that (a) the damage thereto is such that Rent shall be abated in proportion to the portion of the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months rendered untenantable from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of until the Building or the Project, as applicable, has been fully restored and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2rendered tenantable. In the event of any that such damage to or destruction of precludes Tenant from conducting its usual business in the Building (in Tenant's reasonable judgment) or renders the Project other than entire Building untenantable, Rent shall completely xxxxx until such time as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force is fully restored and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destructionrendered tenantable. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. Notwithstanding the foregoing, in the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of such casualty, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant has not received written notice of any default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.123.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project Property ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofof the Premises or the Building, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, Landlord shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.223.2. In the event of any damage to or destruction of the Building or the Project Property other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the ProjectProperty, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the ProjectProperty, as applicable, then then, at Landlord’s election by written notice to Tenant, this Lease shall terminate as of the date of such damage or destructionnotice from Landlord. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.3. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring and obligations accruing prior to the damage or destruction destruction, and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.4. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.723.5. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense expense, including, but not limited to, any Alterations, shall be the obligation of Tenant. In the event Tenant has elected Landlord’s obligation, should it elect or be obligated to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premisesreconstruct or restore, the Building and the Projectshall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. 22.823.6. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.7. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property, all improvements not originally provided by Landlord or at Landlord’s expense, and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the improvements not originally provided by Landlord or at Landlord’s expense and Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender or mortgagee of Landlord. If any casualty event results in a hazardous condition at the Affected Areas due to Tenant’s activities at or use of the Premises, including radioactive or biological contamination, then Tenant shall be responsible for addressing such hazardous condition at its sole expense and making the Affected Areas safe for Landlord and its employees, agents and contractors, and Landlord’s restoration obligations or any abatement of Rent resulting from such casualty shall be tolled until the Affected Areas are safe for Landlord and its employees, agents and contractors to commence restoration work in the Affected Areas. 23.8. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.124.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseInsurance Cost), and (c) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectPremises. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later the time for Landlord to commence or complete repairs, reconstruction and restoration shall be extended on a day-for-day basis; provided, however, that, if such delay continues for more than sixty ninety (6090) days after in the aggregate, then, at Landlord’s election, Landlord notifies Tenant as shall be relieved of its obligation to how much time will be required to complete the repairmake such repairs, reconstruction and/or restoration of the Premises and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant; provided that, the Tenant Improvements that are made a part of or are permanently affixed to the Building shall be deemed to have been provided by Landlord. In the event Tenant has elected to upgrade certain improvements from Landlord’s building standards (the “Building Standard”), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building StandardStandard (except that with respect to insured Tenant Improvements that are made a part of or are permanently affixed to the Building, Landlord shall, upon the need for replacement due to an insured loss, provide building standards substantially similar to such initial Tenant Improvements), unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor (other than due to Landlord’s failure to maintain the insurance required of Landlord by this Lease). 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Premises (including the Tenant Improvements that are made a part of or are permanently affixed to the Building, as set forth above). Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. In (a) If the event of a partial destruction of Hotel or any portion thereof shall be damaged or destroyed at any time or times during the Building Term by fire, casualty or the Project any other cause commonly covered by fire or other perils covered by and extended coverage insurance and the cost of repairing such damage and restoring the Hotel to substantially its condition immediately prior to such damage or destruction, as reasonably estimated by Owner based upon estimates Owner receives from contractors and other reasonable and customary evidence, will not exceeding twenty-five percent (25%) exceed the sum of $1,000,000 plus adjustments to reflect increases in the CPI for each Fiscal Year after 2016 exclusive of the full insurable value thereofcost of the foundation and footings ("Minimum Cost"), Owner will, at its own cost and provided expense (subject to Owner's receipt of insurance proceeds sufficient to pay such costs and expenses) and with due diligence repair and/or restore the Hotel so that after such repair and/or restoration, the Hotel shall be in substantially the same condition as it was immediately prior to such damage or destruction. (ab) If the cost of such repair and/or restoration will, as so reasonably estimated by Owner, exceed the Minimum Cost, then Owner shall, within one hundred twenty (120) days after such damage thereto is or destruction, elect by notice to Manager either (x) to carry out such that repair and/or restoration, in which case Owner shall complete such repair and/or restoration pursuant to the Building last sentence of Section 15.1(a) or (y) to terminate this Agreement; should Owner so elect to terminate this Agreement. Upon the Project may termination of this Agreement pursuant to this paragraph, Operator shall be repaired, reconstructed or restored within entitled to a Reinstatement Right for a period of eight (8) 24 months from the date of termination. (c) In the happening case of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover damage or destruction which Owner is required by the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) preceding provisions of this Section 22.1 unless the cost of 15.1 to repair or restore or where Owner has not elected under said preceding provisions to terminate this Agreement, Owner shall undertake to so repair and/or restore such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect and neither Owner nor Manager shall have a right to repair, reconstruct and restore the Building or the Project, as applicable, in which case terminate this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date Agreement on account of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five thirty percent (2530%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored to substantially the same condition as existed immediately before such damage and destruction in accordance with Applicable Laws within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseInsurance Cost), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and the provisions of this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate effect except as otherwise provided in this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Article 22. 22.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, Premises in which case the provisions of this Lease shall continue in full force and effecteffect except as otherwise provided in this Article 22. Landlord shall give written notice to Tenant of its election to repair, reconstruct or restore the Premises or to terminate this Lease within sixty (60) days following the date of damage or destruction (the “Landlord’s Restoration Notice”). Landlord shall include with the Landlord’s Restoration Notice a good faith estimate (the “Restoration Estimate”) prepared by Landlord’s architect or engineer of: (a) the time required to substantially complete the repair, reconstruction or restoration of the Premises to its original condition in compliance with Applicable Laws (the “Restoration Period”), and (b) the costs and expenses incurred or to be incurred in restoring such damage and destruction, including, without limitation, the design costs, project management costs, insurance costs and all other costs in connection with the repair, reconstruction or restoration of such damage or destruction (the “Restoration Costs”). If Landlord elects not to repair repair, reconstruct and restore the Building Premises but the estimated Restoration Period set forth in the Landlord’s Restoration Notice is greater than twenty-four (24) months, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction within twenty (20) business days following the Project, as applicabledate upon which Tenant receives the Landlord’s Restoration Notice. If Landlord elects to terminate this Lease, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty ; provided, however, if Landlord elects to terminate this Lease, then Tenant may elect, within such twenty (6020) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to exercise the Purchase Option in accordance with Section 30.1(c)(ii), in which event Tenant shall receive any insurance proceeds resulting from such damage; and provided further, if the Restoration Period set forth in the Restoration Estimate is less than thirty-six (36) months, Tenant may elect, within such twenty (20) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to deposit with Landlord an amount that is sufficient to cover any shortfall between the amount of insurance proceeds Landlord expects to receive in connection with the damage or destructiondestruction and the expected Restoration Costs set forth in the Restoration Estimate (the “Restoration Deposit”), so long as Tenant: (1) reaffirms its intention to pay all Rent as such Rent becomes due and owing under this Lease; (2) waives any claim to offsets, defenses or abatement of such Rent as a consequence of such damage or destruction without regard to the duration of the Restoration Period; and (3) deposits with Landlord the Restoration Deposit, in which event this Lease shall remain in full force and effect and Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore such damage or destruction in accordance with the Building or terms and conditions of Section 22.6, and in the Projectevent Landlord thereafter notifies Tenant at any time that the expected Restoration Costs exceed the remaining Restoration Deposit and remaining insurance proceeds to be received by Landlord, as applicable, or Tenant shall within ten (b10) of days after such notice pay the amount of time reasonably anticipated such deficiency to be required Landlord. Landlord shall have the right to use the Restoration Deposit to cover all costs and expenses in excess of the insurance proceeds received by Landlord necessary to complete the repair, reconstruction and/or or restoration of such damage or destruction. In addition, if the Premises and actual cost of such repair, reconstruction or restoration exceeds the parking facilities amount of the ProjectRestoration Fund, Tenant shall promptly deposit with Landlord such excess to be included in the Restoration Fund. Any sum which remains in the Restoration Fund upon completion of the repair, reconstruction or restoration of such damage or destruction after the payment of all Restoration Costs shall be promptly refunded to Tenant. 22.422.3. Upon any termination of this Lease under any of the provisions of this Section 22Article 22 (and provided Tenant does not exercise the Purchase Option), the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.522.4. In Except as set forth in Section 22.2, in the event of repair, reconstruction and restoration as provided in this Section Article 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration; provided, unless Landlord provides however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with other space during respect to the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessPremises. 22.622.5. Notwithstanding anything to the contrary contained in this Section Article 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will commence or complete repairs shall be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectextended on a day-for-day basis. 22.722.6. If If, and solely to the extent, Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to to: (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense, and (b) those portions of the Premises that are covered by the insurance Landlord is required to, or has elected to, obtain in accordance with Article 21. The Landlord shall not be obligated to repair, reconstruction reconstruct or restoration of restore improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess not covered by the insurance proceedsLandlord is required to, if receivedor has elected to, are adequate to provide such upgrades, obtain in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectaccordance with Article 21. 22.822.7. Notwithstanding anything to the contrary contained in this Section Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section Article 22 occurs during the last twelve twenty-four (1224) months of the Term unless Tenant exercises the Extension Option to extend, in which event Landlord shall not have any obligation to repair, reconstruct or restore the Premises if the damages resulting from any casualty covered under this Article 22 occurs during the last twenty-four (24) months of any extension hereof, or to the extent that insurance proceeds are not available therefor. 22.8. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant shall have the right but not the obligation, at its expense, to replace or fully repair all of Tenant’s personal property and any Tenant Improvements or Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Tenant Improvements and Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in monetary Default under this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within fifteen (15) months after the date of such casualty, (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination, or (d) Landlord notifies Tenant that its Lender will not release sufficient proceeds to Landlord to restore the Premises (a “Termination Notice”) (x) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (y) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires and (z) with respect to Subsection 24.2(d), no later than fifteen (15) days after Landlord notifies Tenant that its Lender will not release sufficient proceeds to Landlord to restore the Premises. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance, after deducting from such proceeds the amount of any deductible and reasonable costs of collection of such insurance, not to exceed $50,000 during the Term. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve eighteen (1218) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1(a) In the event the Building is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (i) In the event of total destruction, at the Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the Building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety (90) days after such damage, elect not to so repair, reconstruct or restore the Building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90) day period. In the event Landlord elects not the restore the Building and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (ii) In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance and/or Premises, to an extent not exceeding twenty-twenty five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost costs of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work or repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty five percent (25%) of this Section 22.1 unless the full insurance value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as then terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subsection 22(a)(ii), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety (90) day period. In the event Landlord elects not to repair, reconstruct or restore the Building or and/or the ProjectPremises, this Lease shall be deemed to have terminated as applicable, or of the date of such partial destruction. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the Rental payable under this Lease shall be abated proportionately based on proportionally with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, unless Landlord provides Tenant with other space during the period of repair thatrepair, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessreconstruction or restoration. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Section 22. Notwithstanding anything to the contrary contained in this Section 22, if Landlord is delayed or prevented from repairing or restoring the time required to complete the repair, reconstruction and/or restoration of the damaged Premises and the parking facilities of the Project exceeds eight within one hundred eighty (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60180) days after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord notifies shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectsaid one hundred eighty (180) day period. 22.7. (e) If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. (f) If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, Building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. (g) Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 occurs during the last twelve twenty four (1224) months of the Term term of this Lease or any extension hereof. (h) If the then existing laws do not permit the restoration described herein, Landlord may terminate this Lease by giving written notice to Tenant, in which event this Lease shall terminate thirty (30) days following Tenant's receipt of such notice. (i) The provisions of Sections 1932(2) and 1933(4) of the California Civil Code, which permit termination of a lease upon destruction of the Leased Premises, are hereby waived by Tenant and the provisions of this Section shall govern in cases of such destruction.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.3. Within 24.3 As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either as soon as reasonably practicable, but in any event within sixty (a60) days following the date of damage or destruction, of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 24.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of time commencing on the date of the damage or destruction and continuing until the substantial completion of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. 24.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.7. 24.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9 Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10 This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1. In the event of a partial destruction If any of the Building Improvements shall be destroyed or damaged prior to the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofClosing, and provided that (a) if either the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the estimated cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building repair or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property replacement exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In 250,000.00) or the event damage results in the termination of any damage to one or destruction more of the Building or the Project other than as described in Section 22.1Leases, Landlord may elect Purchaser may, by written notice given to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as Seller within twenty (20) days after receipt of the date written notice from Seller of such damage or destruction. 22.3, 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 for those obligations that expressly survive the termination hereof. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice If Purchaser does not elect to Tenant either (a) of its election not terminate this Agreement pursuant to repair, reconstruct or restore the Building or the Project, as applicablethis Paragraph 18, or has no right to terminate this Agreement (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to because the damage or destruction does not exceed $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 9(a) hereof (b) provisions less amounts of this Lease that, insurance theretofore received and applied by their express terms, survive 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 expiration or earlier termination hereof. 22.5. In the event date of repair, reconstruction and restoration as provided in this Section 22, all Rent to Closing shall be paid by Tenant under this Lease shall be abated proportionately based on Seller to Purchaser at Closing, together with the extent lesser of (i) that amount necessary to which Tenant’s use cover any difference between the amount of such proceeds and the estimated cost of repair or replacement, or (ii) the amount of the Premises is impaired during deductible under Seller's all-risk 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 such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from commencing on the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7Closing. If Landlord the amount of said casualty or rent loss insurance proceeds is obligated to or elects to repairnot settled by the date of Closing, reconstruct or restore as herein provided, then Landlord Seller shall be obligated to make such repair, reconstruction or restoration only with regard to those portions execute at Closing all proofs of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standardassignments of claim, unless Tenant again elects to upgrade such improvements and pay any incremental costs related theretoother similar instruments in order that Purchaser receive all of Seller's right, except to the extent that excess title, and interest in and under said insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. 23.1 In the event of a partial destruction of (a) the Building Premises or (b) Common Areas of the Buildings or the Project ((a) and (b) together, the "Affected Areas") by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight one hundred twenty (8) months 120) days from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s 's policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 23.2 In the event of any damage to or destruction of the Building Buildings or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building Buildings or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect (subject to Tenant's right to terminate this Lease as described in Section 23.10 below). If Landlord elects not to repair the Building Buildings or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within 23.3 Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building Buildings or the Project, as applicable. Within sixty (60) days after the date Landlord learns of the necessity for repairs as a result of damage, or Landlord shall notify Tenant (b"Damage Repair Estimate") of Landlord's estimated assessment of the amount period of time in which the repairs will be completed, which assessment shall be based upon the opinion of a contractor reasonably anticipated selected by Landlord and experienced in comparable repairs of comparable buildings. If Landlord does not elect to terminate this Lease pursuant to Landlord's termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be required 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 complete terminate this Lease by written notice to Landlord effective as of the repairdate specified in Tenant's notice. Notwithstanding the foregoing, reconstruction and/or if the restoration of the Premises and/or Building is not completed within one hundred eighty (180) days from commencement of repairs as such date shall be extended due to Force Majeure delays and Tenant delays, Tenant may cancel the parking facilities of Lease at any time after the Projectone hundred eightieth (180th) day. 22.4. 23.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 23.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, that is suitable for the temporary conduct of Tenant’s 's business. 22.6. 23.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord's election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration, in which case this Lease shall terminate. 22.7. 23.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense's expense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building Buildings and the Project. Landlord confirms that the Premises, as improved by the Tenant Improvements, does not exceed the Building Standard. 22.8. 23.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 23.9 Landlord's obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant's personal property and any Alterations installed by Tenant existing at the time of such damage or destruction (subject, however, to any modifications to such Alterations with Tenant having the right to modify the scope and extent of the Alterations restoration requirement as reasonably approved by Landlord). If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in Default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10 Notwithstanding anything to the contrary contained in this Article, in the event that Tenant's Permitted Use of the Premises is substantially impaired during the last six (6) months of the Term as a direct result of any damage or destruction covered by this Article, then, Tenant shall have the right to terminate this Lease by written notice to Landlord within ten (10) business days following such substantial impairment. 23.11 The provisions of this Lease, including this Article 23, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, the Building or the Project, and any statute or regulation of the State of California, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other statute or regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Premises, the Building or the Project.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs except that Rent shall be prorated as set forth in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Article 24.5. 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect, except that Rent shall be prorated as set forth in Article 24.5. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight two hundred ten (8) months 210) days from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either destruction of (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or and (b) Landlord’s good faith estimate of the amount of time reasonably anticipated to that will be required to complete the repair, reconstruction and/or restoration of reconstruct and restore the Premises and the parking facilities of the ProjectPremises. If such estimated repair period exceeds two hundred ten (210) days, Tenant may terminate this Lease at its sole option by delivering written notice thereof to Landlord within fifteen (15) days after Tenant receives such notice from Landlord. 22.4. Upon any termination of this Lease under any of the provisions of this Section Article 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section Article 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with respect to the Premises. 22.6. Notwithstanding anything to the contrary contained in this Section Article 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is fifteen (15) months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and the parking facilities of the Projectis not then Substantially Completed. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section Article 22 occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor, in which case this Lease shall be terminated as of the date of destruction. 22.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.1. In Prior to the event Closing Date, the risk of a partial destruction loss of the Building or damage to the Project by fire reason of any insured or other perils covered uninsured casualty shall be borne by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that Seller as follows: (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building Project or any portion thereof (notice of which shall be given to Buyer by Seller promptly following its occurrence) prior to the Closing Date, which damage or destruction is covered by insurance and can, in Seller's reasonable judgment, be repaired or replaced for a cost not to exceed $10,000,000, then Buyer shall have the option to either (i) cause Seller to commence to repair or replace such damage to or destruction of the Project or the applicable portion thereof or (ii) proceed to Closing and accept the Project other than as described in Section 22.1it is together with the insurance proceeds, Landlord may elect if any, and the right to repairreceive same, reconstruct with a credit against the Purchase Price equal to the amount of the deductible under Seller's insurance policies. If the cost of such repair or replacement exceeds $10,000,000, Buyer may, at its option, by notice given within thirty (30) days after the date that the cost to repair or replace such damage is determined and restore the Building or parties are notified of the Projectsame, as applicableunilaterally terminate this Agreement, in which case event this Lease Agreement shall continue terminate immediately, the Deposit and all accrued interest thereon shall be returned to Buyer and thereafter neither party shall have any further rights or obligations hereunder, except as set forth in full force Sections 9(a), 13, 26 and effect34. If Landlord elects Buyer does not terminate this Agreement as provided in this Section 10(a), the parties shall be deemed to have elected to continue this Agreement and Seller shall assign to Buyer at the Closing any insurance proceeds payable in respect of such casualty; or (b) In the event of any uninsured damage to or destruction of the Project or any portion thereof (notice of which shall be given to Buyer by Seller promptly following its occurrence) prior to the Closing Date, which damage or destruction can, in Seller's reasonable judgment based upon the written advice of engineers and/or architect, be repaired or replaced for a cost not to exceed $2,000,000, at Buyer's option, Seller shall either (i) commence to repair or replace such damage to or destruction of the Building Project or the applicable portion thereof or (ii) proceed to Closing, whereupon Buyer will accept the Project as it is together with a reduction of the Purchase Price in the amount of the engineer/architect's estimate of the cost to replace the damaged portion of the Project. If the cost of such repair or replacement exceeds $2,000,000, then Seller may, at its option, by notice to Buyer given within thirty (30) days after the date that the cost to repair or replace such damage is determined, unilaterally terminate this Agreement, in which event this Agreement shall terminate immediately, the Deposit and all accrued interest thereon shall be returned to Buyer and thereafter neither party shall have any further rights or obligations hereunder, except as applicableset forth in Sections 9(a), 13, 26 and 34. If Seller does not elect to terminate this Agreement as provided in this Section 10(b), then this Lease Agreement shall terminate as of continue between Buyer and Seller and Buyer shall receive a credit, at Closing, in an amount equal to the date estimated cost of such damage or destruction. 22.3restoration as reasonably determined by an independent architect selected by Seller. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises The parties understand and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of agree that the provisions of this Section 22, 10 shall govern and supersede the parties shall be released thereby without further obligation to the other from the date possession provisions of Section 5-1311 of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use General Obligation Law of the Premises is impaired during the period State of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessNew York. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.121.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) 50% of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight (8) 12 months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), casualty. Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.221.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.121.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.321.3. Within Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Premises within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.421.4. Upon any termination of this Lease under any of the provisions of this Section 2221, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.521.5. In the event of repair, reconstruction and restoration as provided in this Section 2221, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.621.6. Notwithstanding anything to the contrary contained in this Section 2221, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, if such Force Majeure event continues for more than 120 days, Tenant shall have the right to terminate this Lease. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is 12 months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and the parking facilities of the Projectis not then Substantially Completed. 22.721.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.821.8. Notwithstanding anything to the contrary contained in this Section 2221, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 21 occurs during the last twelve eighteen (1218) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefore, unless such lack of availability is due to Landlord’s failure to maintain insurance in accordance with this Lease. 21.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.1. In (a) Except as elsewhere provided in this lease if the event of a partial destruction of Premises or the Building or the Project are damaged by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) casualty the damage thereto is such that shall be repaired by and at the Building or the Project may be repairedexpense of Landlord, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of provided such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablecan, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the ProjectLandlord's opinion, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within be made within sixty (60) days following after the date occurrence of such damage without the payment of overtime or destructionother premiums. There shall be no abatement of rent by reason of any portion of the Premises being unusable for a period of sixty (60) days or less. If the damage is due to the fault or neglect of Tenant or his employees, there shall be no abatement of rent regardless of the period which the Premises are unusable. (b) If such repairs cannot, in Landlord's opinion, be make within sixty (60) days after the occurrences of such damage Landlord may, at its option, make them within a reasonable time and in such event this lease shall give written continue in effect and the rent shall be apportioned according to the part of the Premises usable by Tenant during the course of repairs as it relates to the entire Premises, Landlord's election to make such repairs must be evidenced by notice to Tenant either with sixty (a60) of its election not to repair, reconstruct or restore days after the Building or the Project, as applicable, or (b) occurrence of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectdamage. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (ac) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding Nothwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22Article 18, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if on account of the damage resulting from any casualty covered under this Section 22 Article 18 which occurs during the last twelve (12) months of the Term term of this lease (or any extension hereofthereof). Landlord shall not be required to repair any injury or damage by fire or other cause, or to make any repairs or replacement of any panels, decoration, office fixtures, railing, ceiling, floor covering, partitions, or any other property contained in or installed by Tenant in the Premises. (d) With respect to any damage which Landlord is obligated to repair or elects to repair, Tenant hereby waves the provisions of Sections 1932(2) and 1933(4) of the California Civil Code. (e) If Landlord does not so elect to make such repairs which cannot be made within sixty (60) days, then either party may, by notice to the other, cancel this lease as of the date of the occurrence of such damage. A total destruction of the Building shall automatically terminate this lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last six (6) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in damage to the Premises governed by this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restorationdamage, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. A. In the event the Property is damaged by fire, earthquake, flood, hurricane, act of a partial destruction of God, the Building elements, or other casualty, then (unless this Lease is terminated pursuant to this Paragraph 11) Tenant shall forthwith repair the same, at its sole expense. In this event, Tenant shall be solely responsible for the loss, repair, and replacement ofits all equipment and leasehold improvements. B. Anything in subparagraph A to the contrary notwithstanding, neither Tenant nor Landlord shall have any obligation to repair or rebuild the Property or the Project by fire Building, as the case may be, following damage or destruction thereto ifthe damage or destruction is due to any cause or casualty other perils covered by extended coverage than one against which the responsible party is required to carry insurance not exceeding twenty-five or actually does carry insurance and such party reasonably estimates that the cost ofrepair or rebuilding exceeds ten percent (2510%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building ofthe replacement cost ofthe Property or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the ProjectBuildings, as applicable, and this Lease shall continue in full force and effectthe case may be. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord Ifthe responsible party elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of pursuant to this Lease thatprovision, by their express terms, survive such party shall give the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written party notice of termination given no later than ofsuch election within sixty (60) days after Landlord notifies Tenant the date ofsuch damage or destruction; and this Lease shall terminate as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectofthe date ofsuch damage or destruction. 22.7. If Landlord C. Tenant hereby waives the provisions of California Civil Code Sections 1932 and 1933 and any other statutes now or hereafter in effect which relate to termination of a lease when leased property is obligated to damaged or elects to repair, reconstruct or restore as herein provided, then Landlord destroyed and agrees that such event shall be obligated to make such repair, reconstruction or restoration only with regard to those portions governed by the terms of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectthis Lease. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.125.1. In Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect in the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and ; provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with Expense (unless the work of repair, reconstruction and restoration of the Building or the Project, as applicable, casualty is an earthquake and this Lease is terminated due to such earthquake)), and (c) in the event of an earthquake, Tenant’s Pro Rata Share of Operating Expenses for the insurance deductible shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds exceed Two Hundred Fifty Thousand Dollars ($250,000)200,000) per occurrence. 22.225.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect and Landlord shall restore such damage as provided in Section 25.1; provided that (a) if the damage to the Property is minor (e.g., if the repair or restoration would cost less than ten percent (10%) of the replacement cost of the Property), Landlord shall restore such casualty damage as provided in Subsection 25.1(a) and (b) if Landlord actually restores such casualty damage, then Landlord shall not have the right to terminate this Lease. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.325.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.425.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.525.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Base Rent and Operating Expenses to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessbusiness (in which case Base Rent and Operating Expenses shall be abated to the extent such substitute space is smaller than the Premises). 22.625.6. Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis. Notwithstanding the foregoing, if Landlord reasonably estimates that repair, reconstruction or restoration of the Project exceeds eight damage or destruction to the Premises will not be complete by the date that is twelve (8) 12) months from after the date of damage or destruction, then Tenant may terminate this Lease by delivering written notice of termination given no later than sixty thereof to Landlord within five (605) days after Landlord notifies delivers such estimate to Tenant, Tenant as shall be released from any obligations under this Lease (except with regard to how much time will be required to complete those provisions that, by their express terms, survive the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectexpiration or earlier termination hereof). 22.725.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building StandardStandard (except as part of the Tenant Improvements), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.825.8. Notwithstanding anything to the contrary contained in this Section 22Article 25, but subject to Subsection 25.2(b), Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the material damage resulting from any casualty covered under this Section 22 Article 25 occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofhereof or immaterial damage resulting from any casualty covered under this Article 25 occurs during the last six (6) months of the Term or any extension hereof or, or to the extent that insurance proceeds are not available therefor. 25.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant may, at its expense, replace or fully repair all of Tenant’s personal property installed by Tenant existing at the time of such damage or destruction; and provided, further that in no event shall Landlord be required to replace or repair any of Tenant’s personal property. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable thereto; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other more severe than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, should any Force Majeure event endure for longer than ninety (90) days, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense, (b) those portions of the Premises constructed using the TI Allowance but only to the extent that insurance proceeds are received to repair, reconstruct or restore the same, and (c) the Common Area portion of the Affected Areas. The Except as otherwise provided in (b) above, the repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from those provided as part of the Building Standardinitial Tenant Improvements installed pursuant to the Work Letter, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standardportion of the Tenant Improvements paid for utilizing the TI Allowance, unless Tenant again elects to complete all of the initial Tenant Improvements or upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such for the repair and reconstruction of all of the initial Tenant Improvements or any further upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. In the event of a partial destruction of that the Building Property should be damaged or the Project destroyed by fire fire, tornado or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored casualty then Lessor shall within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as the date of such damage, commence to how much time will rebuild or repair the Property and shall proceed with reasonable diligence to restore the Property to substantially the same condition in which it was immediately prior to the happening of the casualty, except that Lessor shall not be required to complete the repairrebuild, reconstruction and/or restoration repair or replace any part of the Premises furniture, equipment, fixtures and other improvements which may have been placed by Lessee or others within the parking facilities of the Project. 22.7. If Landlord is obligated Property, and in any event Lessor's obligation to or elects to repair, reconstruct or restore as herein provided, then Landlord repair shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except limited to the extent proceeds of insurance are available for such purpose. Lessor shall, unless such damage is the result of any negligence or willful misconduct of Lessee or Lessee's employees or invitees, allow Lessee a fair diminution of rent during the time that excess insurance proceeds, if received, are adequate to provide such upgradesthe Property is unfit for occupancy. Notwithstanding any of the foregoing, in addition the event any mortgagee, under a deed of trust, security agreement or mortgage on the Property, should require that the insurance proceeds be used to providing retire the mortgage debt, Lessor shall have no obligation to rebuild and this Lease shall terminate upon notice to Lessee. Any insurance which may be carried by Lessor or Lessee against loss or damage to the Property shall be for basic repair, reconstruction and restoration the sole benefit of the Premises, the Building Lessor and the Project. 22.8under its sole control. Notwithstanding anything to the contrary contained above, in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct the event such damage or restore the Premises if the damage resulting from any casualty covered under this Section 22 destruction occurs during in the last twelve (12) months two years of the Initial Term or any extension hereofExtended Term, either Lessor or Lessee may, at their option elect to terminate this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) a Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight nine (8) 9) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000).the 22.224.2. In the event of any damage to or destruction of the a Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within sixteen (16) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term and will take over one month to repair, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such sixteen (16) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within five (5) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. In the event that (i) damage or destruction of a Building provides Landlord and/or Tenant the right to terminate this Lease pursuant to Section 24.2 above, and (ii) such damage or destruction was limited to only one (1) Building (and not any other Building), then both Landlord’s and Tenant’s rights to terminate this Lease pursuant to Section 24.2 above shall only apply to the portion of the Premises located in the Building that was damaged or destroyed (i.e., if either party exercises its option to terminate pursuant to Section 24.2 above, then this Lease shall be terminated in accordance therewith only with respect to the portion of the Premises located in the Building that was damaged or destroyed, and this Lease shall not be terminated with respect to the portion of the Premises located in any other Building). 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to notify Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) Landlord’s good faith estimate of the amount period of time reasonably anticipated to be required to complete in which the repairrepairs, reconstruction and/or and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of the Premises and the parking facilities of the Project.a contractor 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration; provided, unless Landlord provides however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with other space during respect to the period Premises from the proceeds of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct business interruption or loss of Tenant’s businessrental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration of the Premises and the parking facilities of the Projectshall be extended on a day-for-day basis. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense or that Landlord is required to insure pursuant to this Lease and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements in the Premises (or outside the Premises and exclusively serving the Premises) not originally provided by Landlord or at Landlord’s expense or required to be insured by Landlord pursuant to this Lease shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain install specialized improvements from the Building Standardwhich are unique to Tenant’s use as opposed to typical lab and office improvements, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade install such specialized improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgradesspecialized improvements, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereofthereof (and the Damage Repair Estimate indicates that more than sixty (60) days will be required for such repair, reconstruction or restoration).

Damage or Destruction. 22.1. In the event of a partial destruction If any portion of the Building Hangar or the Project appurtenances thereto shall be damaged or destroyed by a fire or any other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablecause, and this Lease shall continue in full force and effect. Notwithstanding is not terminated as hereinafter provided, Tenant shall, at its expense, remove the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct debris and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effectPremises to a complete architectural unit. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of Should such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either destruction (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, exceed $10,000; or (b) of the amount of time reasonably anticipated to be required to complete the repairresult from a cause not covered under standard extended coverage insurance, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Tenant may, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no not later than sixty (60) days after Landlord notifies Tenant as the date of such damage or destruction, elect to how much time will terminate this Lease by giving notice to City, such termination to be required to complete effective not later than 120 days after the repair, reconstruction and/or restoration date of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to such damage or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenantdestruction. In the event of such termination, city shall be entitled to all insurance proceeds in excess of Tenant's unamortized cost of the Hangar (which shall be computed on the basis of straight-line depreciation over a twenty (20) year period beginning six (6) months following the first day of the original term of this Lease), provided, however, that Tenant has elected shall have the option to upgrade certain improvements repair such damage or destruction and if Tenant elects to repair such damage or destruction, then City and Tenant shall apply all insurance proceeds to the repair of such damage or destruction and Tenant shall pay the excess over the insurance proceeds to complete such repair. In the event of such damage or destruction, Tenant shall be entitled to all property salvaged from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except Premises prior to the extent that excess insurance proceedsexpiration of this Lease and if terminated, if receivedTenant shall not be required to restore the Hangar, are adequate to provide such upgradesbut upon request from City, in addition to providing for basic repair, reconstruction Tenant shall raze and restoration of remove all structures on the Premises, safely cap all utilities and pave the Building Premises. If this Lease is not so terminated, it shall continue and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord Tenant shall not have be entitled to any obligation whatsoever to repair, reconstruct reduction or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months abatement of the Term or any extension hereofrent.

Damage or Destruction. 22.1(a) In the event the Building and/or the Premises is damaged by fire or other perils covered by Landlord's extended coverage insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option within a period of ninety (90) days thereafter, commence repair, reconstruction and restoration of said Building and/or Premises and prosecute the same diligently to completion in which event this Lease shall remain in full force and effect; or within said ninety (90)-day period elect not to so repair, reconstruct or restore, said Building and/or Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90)-day period. In the event Landlord elects not to restore said Building and/or Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, thereof and provided that (a) if the damage thereto is such that the Building or and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty and (b) Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)repairs, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of and the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If such work of repair, reconstruction and restoration is such as to require a period longer than ninety (90) days or exceeds twenty-five percent (25%) of the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs, Landlord elects either may elect to so repair, reconstruct or restore and the Lease shall continue in full force and effect or Landlord may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as in such event terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 23(a)(2), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety (90)-day period. In the event Landlord elects not to repairrestore said Building and/or Premises, reconstruct or this Lease shall be deemed to have terminated as of the date of such partial destruction. In the event Landlord elects to restore said Building and/or Premises, Landlord shall endeavor to complete the Building or work within one hundred eighty (180) days after the Project, as applicable, or commencement thereof. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard for items which have theretofore accrued and are then unpaid and/or for insurance and indemnity obligations pertaining to (a) items events occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereoflease termination. 22.5. (c) In the event of repair, reconstruction and restoration by Landlord as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on with the extent to which Tenant’s degree of objective interference with the reasonable use of the Premises is impaired Premises, during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, unless Landlord provides Tenant with other space during the period of repair thatrepair, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessreconstruction or restoration. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, should Landlord be delayed or prevented from repairing or restoring the damaged Premises within one (1) year after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and this lease shall be deemed terminated as of the end of said one (1) year period. (e) In the event the Premises or the Building are damaged by a risk not covered by Landlord's insurance, then Landlord shall have the option either to (1) repair or restore such damage, this Lease continuing in full force and effect, but the rent to be proportionately abated as hereinabove provided, or (2) give notice to Tenant at any time within ninety (90) days after such damage terminating this Lease. 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 and the rent, reduced by any proportionate reduction based upon the extent, if any, to which said damage interfered WITH the time required use and occupancy of Tenant, shall be paid to the date of such termination. In the event Landlord elects to restore said Building and/or Allowance Work, Landlord shall endeavor to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight work within one hundred eighty (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60180) days after the commencement thereof. Landlord notifies agrees to refund the Tenant as any rent theretofore paid in advance for any period of time subsequent to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch date. 22.7. If (f) It is hereby understood that if Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectPremises which were insured by Landlord pursuant to paragraph 22(d). 22.8. (g) Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, Landlord shall not have any obligation whatsoever haxx xxx xxxxxxxxxx xxxxsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. (h) Landlord and Tenant each hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4), and any other applicable existing or future law, ordinance or regulation with respect to damage or destruction of leased premises or with respect to the termination of a lease AGREEMENT in the event of such damage or destruction.

Damage or Destruction. 22.1If any of the Premises, or a substantial part of the building in which the Premises are located, shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can not be completed within one hundred twenty (120) days, following receipt by Lessor of actual notice of such damage or destruction Lessor shall have the option either (a) to repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. If Lessor fails to give Lessee 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 one hundred twenty (120) days from date of notice, Lessee may cancel this Lease at its option on twenty (20) 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 Lessee, there shall be no abatement of rent. If the Premises or the building in which the Premises are located shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can be completed within one hundred twenty (120) days, Lessor shall repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair. If any part of the Premises or the building in which the Premises are located shall be damaged or destroyed by an uninsured casualty Lessor shall have the option either (a) to repair or rebuild within a reasonable time, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. In the event of cancellation by Lessor as a partial destruction result of an uninsured casualty, Lessee shall have the Building or the Project right, within five (5) days following Lessor's notice of cancellation, to override such cancellation by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not agreeing to repair the Building damage at Lessee's sole cost and expense. In such event, the Lessee shall repair or rebuild within a reasonable time following the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial any damage or destruction of to (a) the Building Premises or (b) Common Areas ((a) and (b) together, the Project “Affected Areas”) by casualty, fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofperils, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds (or would have received proceeds had Landlord carried the insurance required by this Lease) sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3; provided, however, that Landlord may not terminate this Lease if such damage or destruction occurs solely within another tenant’s premises. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable. 24.3. In the event Landlord (a) is required to repair, reconstruct or restore pursuant to Section 24.1 or (b) elects to repair pursuant to Section 24.2, then, within sixty (60) days after the date of damage or destruction, Landlord shall provide Tenant with written notice of Landlord’s reasonable estimate of the amount time needed to complete such repair, reconstruction or restoration of the Building or the Project (the “Repair Notice”). If Landlord’s estimate of the time reasonably anticipated required to repair, reconstruct or restore the Building or the Project exceeds twelve (12) months from the date of the Repair Notice, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction, in which case Tenant shall provide written notice thereof to Landlord within ten (10) days after Tenant’s receipt of the Repair Notice. If Tenant does not timely provide such termination notice, then Landlord shall proceed with such repair, reconstruction or restoration of the Building or the Project and Tenant shall be required deemed to have not exercised its termination right. If Landlord does not substantially complete such repair, reconstruction or restoration of the Premises or Building within the estimated repair period as set forth in the Repair Notice (subject to day-for-day extension due to Excusable Delays), Tenant shall have the right to provide written notice to Landlord within five (5) days after the expiration of the estimated repair period that Tenant intends to terminate the Lease. If Tenant gives Landlord such termination notice, Landlord shall have an additional thirty (30) days from receipt of such termination notice to complete the repair, reconstruction and/or or restoration. If Landlord does not complete such repair, reconstruction or restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice at the expiration of the Premises such thirty (30) day period. If Landlord does complete such repair, reconstruction or restoration within such thirty (30) day period, then this Lease shall continue in full force and the parking facilities of the Projecteffect. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items matters occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use Permitted Use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the repair, reconstruction or restoration of the damage or destruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then the time required for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that if, at any point during the repair, reconstruction or restoration, Landlord estimates that it will take more than twelve (12) months from such time to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructionrestoration, then Tenant Landlord may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLease. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1(a) In the event the Project and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall have the following rights and obligations: (i) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the Project and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety days after such damage, elect not to so repair, reconstruct or restore the Project and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety day period. In the event Landlord elects not to restore the Project and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (ii) In the event of a partial destruction of the Building or Project and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or Project and/or the Project Premises may be repaired, reconstructed or restored within a period of eight (8) months ninety days from the date of the happening of such casualty and (b) if Landlord shall will receive insurance proceeds sufficient to cover at least ninety-five percent (95%) of the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding If such work of repair, reconstruction and restoration shall require a period longer than ninety days or exceeds twenty-five percent of the foregoingfull insurable value thereof, Landlord may or if said insurance proceeds will not terminate this Lease pursuant be sufficient to clause (b) of this Section 22.1 unless cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as then terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 21(a)(ii), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety day period. In the event Landlord elects not to repair, reconstruct or restore the Building or Project and/or the ProjectPremises, this Lease shall be deemed to have terminated as applicable, or of the date of such partial destruction. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 21, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, unless Landlord provides Tenant with other space during the period of repair thatrepair, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessreconstruction or restoration. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Article 21. Notwithstanding anything to the contrary contained in this Section 22Article 21, if Landlord is delayed or prevented from repairing or restoring the time required damaged Premises within one year after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to complete procure the repairnecessary labor or materials, reconstruction and/or or other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligation under this Lease as of the Premises end of said one year period. (e) If damage, as defined and the parking facilities of the Project exceeds eight (8) months from the date of damage described in paragraph 21(a) above, is due to causes other than fire or destructionother peril covered by extended coverage insurance, then Tenant Landlord may elect to terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLease. 22.7. (f) If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, Project and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items in the Premises not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. (g) Notwithstanding anything to the contrary contained in this Section 22Article 21, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Article 21 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. (h) The provisions of California Civil Code 1932, Subsection 2, and 1933, Subsection 4, which permit termination of a lease upon destruction of the Leased Premises, are hereby waived by Tenant; and the provisions of this Article shall govern in case of such destruction.

Damage or Destruction. 22.100.0. In Xx the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project Property ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofof the Premises or the Building, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.200.0. In Xx the event of any damage to or destruction of the Building or the Project Property other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the ProjectProperty, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the ProjectProperty, as applicable, then then, at Landlord’s election by written notice to Tenant, this Lease shall terminate as of the date of such damage or destructionnotice from Landlord. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.3. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring and obligations accruing prior to the damage or destruction destruction, and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.500.0. In Xx the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which TenantXxxxxx’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.723.5. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense expense, including, but not limited to, any Alterations, shall be the obligation of Tenant. In the event Tenant has elected Landlord’s obligation, should it elect or be obligated to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premisesreconstruct or restore, the Building and the Projectshall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. 22.823.6. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.7. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property, all improvements not originally provided by Landlord or at Landlord’s expense, and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the improvements not originally provided by Landlord or at Landlord’s expense and Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender or mortgagee of Landlord. If any casualty event results in a hazardous condition at the Affected Areas due to Tenant’s activities at or use of the Premises, including radioactive or biological contamination, then Tenant shall be responsible for addressing such hazardous condition at its sole expense and making the Affected Areas safe for Landlord and its employees, agents and contractors, and Landlord’s restoration obligations or any abatement of Rent resulting from such casualty shall be tolled until the Affected Areas are safe for Landlord and its employees, agents and contractors to commence restoration work in the Affected Areas. 23.8. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1. In the event (a) If any incident of a partial damage to or destruction of the Building Generating Facility, the Nuclear Fuel or any portion thereof should occur, which damage or destruction (i) is in excess of $10,000,000, or (ii) is of such a nature as to prevent Heat Production by the Project by fire Nuclear Fuel, the Lessee will promptly give notice thereof to the Lessor, generally describing the nature and extent of such damage or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofdestruction, and provided that (aunless the Lessee shall have delivered to the Lessor the certificate described in Section 20(a)(i) the damage thereto is hereof or shall have exercised its right to obtain a release of such that the Building Nuclear Fuel or the Project may be repaired, reconstructed or restored portion thereof pursuant to Section 10(b) within a period of eight (8) months from the date of 90 days after the happening of such casualty incident, the Lessee, at its cost and expense (without limiting the Lessee’s right to request payment by the Lessor of such expenses provided in Section 6), will promptly commence and will complete (subject to Unavoidable Delays but in any event within 18 months after the happening of such incident) the Restoration of the Generating Facility, the Nuclear Fuel or such portion thereof, as the case may be, whether or not the insurance proceeds, if any, on account of such damage or destruction shall be sufficient for the purpose. Upon completion of the Restoration, the Lessee shall execute and deliver to the Lessor a Fuel Schedule and shall cause the appropriate Manufacturer of the replacement Nuclear Fuel to execute and deliver to the Lessor a Xxxx of Sale substantially in the form of Schedule C, unless the Nuclear Fuel Contract provides for the transfer of title to the Lessor without execution and delivery by the relevant Manufacturer of a Xxxx of Sale; and the Lessor shall accept such Xxxx or Bills of Sale. As to any damaged or destroyed Nuclear Fuel originally included on Schedule A, as amended, and replaced by such Restoration, the Lessor shall deliver to the Lessee a Fuel Schedule and a Xxxx of Sale substantially in the form of Schedule E hereto. (b) Landlord If no Event of Default shall receive have occurred and be then continuing, all insurance proceeds sufficient to cover received by the cost of such repairs (except for Lessor or any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements Assignee on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event account of any damage to or destruction of the Building Nuclear Fuel or any portion thereof (less the Project other than as described actual costs, fees and expenses incurred in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or collection thereof for which the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair Person incurring the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties same shall be released thereby without further obligation reimbursed from such proceeds) shall be paid to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofLessee. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.121.1. In Landlord shall promptly commence and proceed diligently with the event work of a repair, reconstruction and restoration of the Building and this Lease shall continue in full force and effect if there is partial destruction of the Building or the Project (i) by fire or other perils covered by extended coverage insurance not exceeding (x) twenty-five percent (25%) of the full insurable value thereof, and or (y) so long as at least five (5) years will remain in the Term (as may have been extended pursuant to the terms of Section 39, provided that Tenant shall have the right to exercise its Extension Right within 30 days of the occurrence of such casualty) as of the date of completion of reconstruction, seventy-five percent (a75%) of the full insurable value thereof; (ii) the damage thereto is such that the Building or the Project may be repaired, reconstructed reconstructed, or restored within a period of eight six (8) 6) months from the date of the happening of such casualty casualty; and (biii) Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, amount if paid by Landlord, Landlord shall constitute be an Operating Expense), . Landlord shall commence use commercially reasonable efforts to complete the restoration and proceed diligently with the work of repair, reconstruction and restoration repair of the Building or within six (6) months from the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding date of the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost happening of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)casualty. 22.221.2. In Subject to the provisions of Section 21.7, in the event of any damage to or destruction of the Building or the Project Building, other than as described provided in Section 22.121.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicableBuilding, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicablerepair, then this Lease shall terminate as of the date of destruction. If Landlord elects to repair, Landlord shall promptly commence such damage or destructionrepairs and shall diligently pursue such repairs to completion. 22.321.3. Within Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Building within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.521.4. In the event of repair, reconstruction and restoration as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Demised Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair thatrepair, which in Tenant’s reasonable opinion, opinion is suitable for the temporary conduct of Tenant’s business. 22.621.5. Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or repair or restoration of the damage to the Demised Premises and after the parking facilities occurrence of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by any Force-Majeure Delay, then Tenant may terminate this Lease the time for Landlord to commence or complete repairs shall be extended; provided, at the election of either party exercisable by the delivery of written notice of termination given no to the other party not later than sixty (60) days after Landlord notifies Tenant as to how much time will be required of Landlord’s inability to complete the repair, reconstruction and/or restoration repairs by the end of the Premises eight (8th) month following such damage as a result of a Force-Majeure Delay, Landlord shall be relieved of its obligation to make such repairs or restoration and the parking facilities Tenant shall be released from its obligation under this Lease effective as of the Projectdate of the receipt of such written notice. 22.721.6. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, Building and the Building or the Project that Demised Premises which were originally provided at Landlord’s expense. The repair, reconstruction or repair and restoration of improvements items not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected elects to upgrade certain improvements from the Building StandardTenant Improvements, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, Tenant Improvements unless Tenant shall elect to again elects to upgrade such improvements and pay any incremental costs related theretoadditional cost of such upgrades, except to the such extent that excess as insurance proceedsproceeds which, if received, the excess proceeds are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectTenant Improvements. 22.821.7. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Demised Premises if (i) to the extent that insurance proceeds are not available therefor, or (ii) when the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term term of this Lease or any extension hereofhereof and the cost to repair such damage exceeds $250,000, unless with respect to this clause (ii) Tenant shall, within thirty (30) days of the occurrence of such damage, exercise its Extension Right pursuant to Article 39. 21.8. Upon any termination of this Lease under any of the provisions of this Article, the parties shall be released thereby without further obligation to the other from the date Tenant surrenders possession of the Demised Premises to the Landlord, except for items which have theretofore occurred.

Damage or Destruction. 22.1Tenant shall give prompt notice to Landlord of any damage by fire or other casualty (a "CASUALTY") to the Premises or any portion thereof. In the event of a partial destruction of that the Building Premises, or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value any part thereof, and provided that (a) the damage thereto is such or access thereto, shall be so damaged or destroyed by a Casualty that the Building Tenant shall not have reasonably convenient access to the Premises or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration portion of the Premises shall thereby be otherwise rendered unfit for use and occupancy by the parking facilities Tenant for the purposes set forth in Section 7.01, and if in the judgment of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Landlord's architect or engineer, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and may be repaired within two hundred ten (b210) provisions of this Lease that, by their express terms, survive days after the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use elapse of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructionNotice Period, then the Landlord shall so notify the Tenant may terminate this Lease by written notice of termination given no later than within sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration occurrence of the Premises damage or destruction (the "NOTICE PERIOD") and the parking facilities of the Project. 22.7. If Landlord is obligated shall repair such damage or destruction (except damage or destruction to Tenant's Property or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only Tenant's Alterations) with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenantreasonable diligence. In the event that the Landlord shall not complete such repairs within two hundred ten (210) days after the elapse of the Notice Period, then the Tenant has elected shall have the right to upgrade certain improvements from terminate the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade term of this lease by giving written notice of such improvements and pay any incremental costs related thereto, except termination to the extent Landlord within twenty (20) days after the end of such two hundred ten (210) day period; provided, however, that excess insurance proceedsin the event that the completion of repairs shall be delayed by causes beyond the Landlord's control, if receivedincluding those events described in Section 16.13 hereof, are adequate the time for completion shall be extended by the period of such delay (not to provide such upgradesexceed an additional ninety (90) days). If in the judgment of Landlord' architect or engineer, in addition to providing for basic repair, reconstruction and restoration of the Premises, or means of access thereto, cannot be repaired within two hundred ten (210) days after the Building and elapse of the Project. 22.8. Notwithstanding anything Notice Period or the Landlord does not deliver the Tenant notice of its decision to repair such damage within sixty (60) days after the occurrence of the Casualty, then either party shall have the right to terminate the Term by giving written notice of such termination to the contrary contained in other party within the period of sixty (60) to seventy-five (75) days after the occurrence of the Casualty. If neither party gives such notice of intention to terminate this Section 22Lease, then the Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if repair the damage resulting from any casualty covered under this Section 22 occurs during or destruction with reasonable diligence and Tenant shall be deemed to have waived its termination rights with respect to the last twelve (12) months of the Term or any extension hereofCasualty.

Damage or Destruction. 22.1(a) If the Project, Building, or the Premises is damaged by fire or other perils, Landlord shall: (i) In the event of total destruction, at Landlord’s option, (x) as soon as reasonably possible after receipt of all insurance proceeds, approval by local authorities of any and all required final building plans and specifications and issuance of all required building permits and licenses, commence repair, reconstruction and restoration of the Project, Building, or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force, or (y) within the later of (a) the date of final insurance adjustment or (b) ninety (90) days after such damage, elect not to so repair, reconstruct or restore the Project, Building, or the Premises, in which latter event this Lease shall be deemed to have terminated as of the date of such total destruction. In either event, Landlord shall give Tenant written notice of its intention within ninety (90) days after the date of total destruction. (ii) In the event of a partial destruction of the Project or Building or the Project by fire or other perils covered by extended coverage insurance to an extent not exceeding twenty-five percent (25%) of the full insurable value thereofof the Project or Building or the Premises, and provided that (a) if the damage thereto is such that the Building Project, Building, or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall receive has received insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Premises and this Lease shall continue in full force (it being understood and effectagreed that Landlord shall not be required to repair, reconstruct, or restore the other portions of the Project unless Tenant’s use of or access to the Premises will be materially affected by Landlord’s election to not repair, reconstruct or restore the damaged portion of the Project). Notwithstanding If (i) such work of repair, reconstruction and restoration shall require a period longer than ninety (90) days after the foregoing, Landlord may not terminate this Lease pursuant to clause date of the casualty or exceeds twenty-five percent (b25%) of this Section 22.1 unless the full insurable value of the Building, (ii) such partial destruction is not insured, or (iii) insurance proceeds will not be sufficient to cover the entire cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate be deemed to have terminated as of the date of such damage or partial destruction. 22.3. Within sixty (60) days following Under any of the date conditions of damage or destructionthis Subparagraph 23(a)(ii), Landlord shall give written notice to Tenant either of its intention within the later of (a) the date of its election not to repair, reconstruct or restore the Building or the Project, as applicable, final insurance adjustment or (b) ninety (90) days after the date of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities partial destruction of the Project., Building, or Premises. Landlord’s Initials Tenant’s Initials 22.4. Upon (b) Except as provided otherwise in this Lease, upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have previously accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, reconstruction and or restoration by Landlord as provided in this Section 22Paragraph 23, all Rent to be paid by Tenant the rent payable under this Lease shall be abated proportionately based on to the extent degree to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration only to the extent Landlord receives proceeds from any rent abatement insurance that may be carried by Landlord or business interruption insurance carried by Tenant; provided that there shall be no abatement of rent if such damage is the result of the negligence or intentional wrongdoing of Tenant or its agents, employees, contractors or invitees. Tenant shall not be entitled to any compensation or damages for (i) loss in the use of the whole or any part of the Premises or (ii) any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises more than one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectone-year period. 22.7. (e) If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, the Building or the Project that Premises which were originally provided at Landlord’s expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration as of the Premises, the Building and the Projectdate of such casualty. 22.8. (f) Notwithstanding anything to the contrary contained in this Section 22Xxxxxxxxx 00, Landlord Xxxxxxxx shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term Term. In the event Landlord elects not to repair any such damage or destruction occurring during the last twelve (12) months of the Term, then this Lease and the parties’ respective obligations hereunder (other than those that by their nature survive Lease termination) shall terminate. (g) The provisions of Civil Code Section 1932, Subsection 2, and Section 1933, Subsection 4, which permit termination of a lease upon destruction of the leased premises, are hereby waived by Tenant, and the provisions of this Lease shall govern in case of such destruction. Except as provided otherwise in this Lease, Tenant shall not be released from any of its obligations under this Lease, the rent and other expenses payable by Tenant under this Lease shall not xxxxx, and Landlord shall have no liability to Tenant for any damage or destruction to the Premises or the Building or any extension hereofinconvenience or injury to Tenant by reason of any maintenance, repairs, alterations, decoration, additions or improvements to the Premises, Building, or Project.

Damage or Destruction. 22.1(a) If, at any time during the term of this Agreement, if all or any part of the Plasticizers Complex or any Dependent Facility is damaged or destroyed by fire explosion, flood, hurricane, windstorm or other casualty of any kind or nature (including any insured or uninsured casualty), ordinary or extraordinary, foreseen or unforeseen, Sterling shall either (i) at its sole cost and expense, and irrespective of whether the insurance proceeds, if any, are sufficient for such purpose, within *** Days after the date of such damage or destruction, commence repairing, altering, restoring, replacing or rebuilding the Plasticizers Complex or such Dependent Facility to substantially the same condition as existed immediately prior to such damage or destruction, and thereafter continue with such work with reasonable diligence, or (ii) elect, by providing BASF with written notice of such election within *** Days after the date of such damage or destruction, not to repair, alter, restore, replace or rebuild the Plasticizers Complex or such Dependent Facility. (b) If Sterling elects to repair, alter, restore, replace or rebuild the Plasticizers Complex or such Dependent Facility, (i) Sterling shall have the right to require that all insurance proceeds from policies maintained by Sterling and BASF providing coverage for the relevant casualty be applied to the payment of all costs and expenses related thereto, and (ii) the Parties’ respective obligations under this Agreement shall continue, but Sterling shall bear all costs of such repair in excess of the proceeds of insurance and shall have the right to fully depreciate such repair costs. (c) If Sterling elects not to repair, alter, restore, replace or rebuild the Plasticizers Complex or such Dependent Facility, BASF may elect, at its sole cost and expense, to pay the cost to repair, alter, restore, replace or rebuild the Plasticizers Complex or such Dependnent Facility; provided, however, that BASF exercises such right within 120 Days following receipt of written notice of Sterling’s election not to do so and, provided further, that, notwithstanding any such payment, BASF shall not acquire any right, title or interest in or to the Plasticizers Complex or such Dependent Facility. If BASF exercises such election, Sterling shall apply all insurance proceeds from policies maintained by Sterling that provided coverage for the relevant casualty to the payment of all costs and expenses related to such repair, alteration, restoration, replacement or rebuilding. (d) In the event of a partial destruction that all or any portion of the Building Plasticizers Complex or any Dependent Facility is damaged or destroyed after the Project Effective Date by fire or other perils covered by extended coverage insurance casualty, and either (i) neither Party has elected to repair, alter, restore, replace or rebuild the Plasticizers Complex, such Dependent Facility or relevant portion thereof or (ii) Sterling has elected to repair, alter, restore, replace or rebuild the Plasticizers Complex, such Dependent Facility or relevant portion thereof but has not exceeding twenty-five percent begun to repair, alter, restore, replace or rebuild the Plasticizers Complex, such dependent Facility or relevant portion thereof within six months following such damage or destruction (25%) or at any time thereafter fails to use reasonable efforts to continue to repair, alter, restore, replace or rebuild the Plasticizers Complex, such Dependent Facility or relevant portion thereof), then each of the full insurable value Facility Fees shall be reduced for each Quarter, or portion thereof, during which Sterling fails to maintain the Monthly Contract Capacity for any related Products. In such cases, the relevant Facility Fee payable for each such Quarter shall be determined by (A) dividing the relevant Facility Fee by 90 to determine the amount of such Facility Fee payable for each Day during such Quarter, (B) reducing the amount determined under clause (A) for each Day during such Quarter when Sterling so failed to maintain the Monthly Contract Capacity for the relevant Product by multiplying such amount by the Reduction Factor applicable to such Day and provided that (aC) deducting the aggregate reductions under clause (B) for such Quarter from the Facility Fee otherwise payable for such Quarter. If the Facility Fee for any Quarter is reduced pursuant to this paragraph (d) after BASF has paid such Facility Fee, BASF may deduct the amount overpaid from the next Facility Fee payable hereunder or, if no further Facility Fees are payable hereunder, Sterling shall refund such amount to BASF within 15 Days after receipt of an invoice therefore from BASF. (e) If neither Party elects to repair, alter, restore, replace or rebuild the Plasticizers Complex, such Dependent Facility or the relevant portion thereof and the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date destruction involves more than *** of the happening Plasticizers Complex or causes the Plasticizers Complex to be incapable of such casualty producing Products at greater than *** of Capacity, either Party may terminate this Agreement on 30 Days’ prior written notice to the other Party and (b) Landlord shall receive insurance proceeds sufficient to cover BASF may cease paying the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with Facility Fees after the work of repair, reconstruction and restoration occurrence of the Building relevant damage or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2destruction. In the event of any damage such termination of this Agreement, the amount of undepreciated capital paid by BASF for all Capital Projects shall be deemed to or destruction be an amount equal to the lesser of (i) the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate amount of such undepreciated capital as of the date of such damage or destruction. 22.3. Within sixty destruction and (60ii) days following the date amount recovered by Sterling under its insurance policies attributable to the damage to or destruction of the Plasticizers Complex minus the portion of the deductible under such insurance policies attributable to such damage to or destruction of the Plasticizers Complex times a fraction, the numerator of which is the amount of such undepreciated capital and the denominator of which is the value of the Plasticizers Complex prior to such damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (a) If the Project or any portion thereof is damaged by fire or other perils covered by extended coverage insurance maintained by Landlord to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, thereof and provided that (a) if the damage thereto is such that the Building repair or the Project may restoration thereof may, in Landlord's reasonable opinion, be repaired, reconstructed or restored completed within a period of eight ninety (8) months from 90) days after the date of the happening of such casualty and (b) Landlord shall will receive insurance proceeds sufficient to cover the entire cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)repair and restoration, Landlord shall commence and proceed diligently with the work of repair, reconstruction repair and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding If such work of repair and restoration requires a period longer than ninety (90) days to complete, in landlord's reasonable opinion, or exceeds twenty-five percent (25%) of the foregoingfull insurable value of the Project, or if said insurance proceeds will not be sufficient to cover the entire cost of such repairs, or such damage is the result of a cause other than fire or another peril covered by Landlord's insurance, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may either elect to repair, reconstruct so repair and restore the Building or the Project, as applicable, in which case Project and this Lease shall continue in full force and effect, or Landlord may elect not to so repair and restore the Project and this Lease shall in such event terminate. Under any of the conditions contained in this Section 11.4 a , Landlord shall give written notice (the "Restoration Notice") to Tenant of its intention within forty-five (45) days after the date of such event of damage or destruction. If Landlord elects not to repair the Building or restore the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based deemed to have to the amount of proceeds of tic insurance which tenant is required to maintain under s t on the extent 13 a that are paid to which Tenant’s landlord, in no event shall tenant be entitled to any compensation or damages for loss in the(degree) use of the Premises is impaired during whole or any part of the period of premises and/or any inconvenience or annoyance occasioned by such repairdamage, reconstruction repair or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In Except as otherwise set forth below, if prior to the event of a partial destruction of the Building or Closing the Project by fire Real Property or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofany portion thereof is damaged or destroyed, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord this Agreement shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue remain in full force and effecteffect and there shall be no credit, offset or deduction to the Xxxxx Initial Cash Consideration, but upon the Closing, LIMCO shall deliver and assign to the Company any resulting insurance claim or proceeds (other than a claim relating to LIMCO’s agribusiness, which claim shall be retained by LIMCO). Notwithstanding the foregoing, Landlord may (a) to the extent that prior to the Closing the Project Real Property or any portion thereof is damaged or destroyed (except for any damage resulting from rock crushing operations, which shall in any event, not terminate this Lease pursuant to clause (bbe considered damage or destruction) as a result of this Section 22.1 unless the an act of LIMCO or its agents or affiliates, which would cost of such repairs in excess of any deductible an amount equal to $50,000 to repair or restore, as determined by a contractor mutually acceptable to LIMCO and any available insurance proceeds Xxxxx in their reasonable discretion, LIMCO shall pay for the cost to repair or restore the Building damaged portion of the Project Real Property, not to exceed Two Million and No/100 Dollars ($2,000,000), and if the cost to repair or restore such damage or destruction would cost in excess of Two Million and No/100 Dollars ($2,000,000) to repair or restore (either with respect to a single incident or in the aggregate, with respect to multiple incidents) , as determined by a contractor mutually acceptable to LIMCO and Xxxxx in their reasonable discretion, Xxxxx may either (i) proceed to Closing, or (ii) terminate this Agreement by written notice thereof delivered to LIMCO within ten (10) days after Xxxxx has received notice of the contractor’s determination that the cost to repair or restore such damage or destruction would cost in excess of Two Million and No/100 Dollars ($2,000,000), and if such termination right is exercised, the Initial Deposit and the Second Deposit (to the extent Xxxxx has made the Second Deposit) shall be returned to Xxxxx and neither party shall have any further rights or obligations under this Agreement except for LIMCO’s indemnification rights from Xxxxx under Section 4.3 and both parties’ right to recover damages for the other improvements on party’s breach of the Property exceeds Two confidentiality restrictions set forth in Section 10.14, and Xxxxx shall also be entitled to receive from LIMCO Xxxxx’x reasonable third-party out-of-pocket expenses reasonably incurred by Xxxxx in connection with the Project Property, including legal fees, to a maximum of Three Hundred Fifty Thousand Dollars ($250,000300,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceedsprior to Closing the Project Real Property or any portion thereof is damaged or destroyed (except for any damage resulting from rock crushing operations, if receivedwhich shall in any event, are adequate not be considered damage or destruction), not as a result of an act of LIMCO, which damage or destruction would have a Material Adverse Effect, Xxxxx may either (i) proceed to provide such upgradesClosing, in addition or (ii) terminate this Agreement by written notice thereof delivered to providing for basic repair, reconstruction and restoration LIMCO within ten (10) days after Xxxxx has received notice of the Premisescontractor’s determination that the cost to repair or restore such damage or destruction would cost in excess of Two Million and No/100 Dollars ($2,000,000), and if such termination right is exercised, the Building Initial Deposit and the Project. 22.8. Notwithstanding anything Second Deposit (to the contrary contained extent Xxxxx has made the Second Deposit) shall be returned to Xxxxx and neither party shall have any further rights or obligations under this Agreement except for LIMCO’s indemnification rights from Xxxxx under Section 4.3 and both parties’ right to recover damages for the other party’s breach of the confidentiality restrictions set forth in this Section 2210.14; provided, Landlord however, that Xxxxx shall not have any obligation whatsoever termination right to repair, reconstruct the extent such damage or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months destruction was caused by an act of the Term Xxxxx or any extension hereofof its agents or affiliates.

Damage or Destruction. 22.1. 22.1 In the event of a partial damage to or destruction of all or any portion of the Building Premises or the Project improvements and fixtures thereon (but excluding any improvements made by fire or other perils Tenant and any Tenant trade fixtures) (collectively, “improvements”) arising from a risk covered by extended coverage the insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)described in Section 21.2, Landlord shall within a reasonable time commence and proceed diligently with the work of to repair, reconstruction reconstruct and restoration restore (collectively, “restore”) the Premises to substantially the same condition as they were in immediately prior to the casualty. Tenant shall be responsible for its Pro Rata Share of the Building or the Project, as applicableinsurance deductibles pursuant to Section 7.1(b), and Landlord shall be responsible for all costs of restoration in excess of insurance proceeds and deductibles. Except as expressly set forth below, this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of notwithstanding such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)damage or destruction. 22.2. 22.2 In the event of any damage to or destruction of all or any portion of the Building or improvements arising from a risk which is not covered by the Project other than as insurance described in Section 22.121.2, Landlord may elect shall, within a reasonable time and at its expense, commence and proceed diligently to repair, reconstruct and restore the Building or improvements to substantially the Projectsame condition as they were in immediately prior to the casualty. Notwithstanding the foregoing, as applicable, in which case this Lease shall continue in full force and effect; provided, however, that if the damage or destruction (i) occurs during the last two years of the term and the expense of restoration exceeds $200,000, or (ii) occurs at any other time and the expense of restoration exceeds $500,000, Landlord may at its election terminate the Lease unless Tenant elects to pay the full cost of restoration. If Landlord elects not to repair the Building or the ProjectExcept as expressly set forth below, as applicable, then this Lease shall terminate as of the date of continue in full force and effect, notwithstanding such damage or destruction. 22.322.3 In satisfying its obligations under this Article 22, Landlord shall not be required to fulfill its restoration responsibilities with improvements identical to those which were damaged or destroyed; rather, with the consent of Tenant, which consent will not be unreasonably withheld or delayed, Landlord may restore the damage or destruction with improvements reasonably equivalent or of reasonably equivalent value to those damaged or destroyed. 22.4 In the event of damage, destruction and/or restoration as herein provided, there shall be no abatement of Rent, and Tenant shall not be entitled to any compensation or damages occasioned by any such damage, destruction or restoration. Within Notwithstanding the foregoing, in the event restoration cannot reasonably be completed within nine (9) months following the damage or destruction, Landlord will give notice thereof to Tenant within sixty (60) days following the date of such damage or destruction, Landlord shall give and Tenant at its election may by written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of Landlord terminate this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to effective nine (a9) items occurring prior to the months following such damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5destruction. In the event of repairsuch termination, reconstruction and restoration as provided in this Section 22, all Rent Tenant shall have no responsibility for contributing to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use expense of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 22.5 Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or restoration of the Premises and improvements after the parking facilities occurrence of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant may terminate this Lease by written notice war, government restrictions, inability to procure the necessary labor or materials, strikes, or other causes beyond the control of termination given no later than sixty Landlord (60) days after but excluding economic conditions or financial inability to perform), the time for Landlord notifies Tenant to commence or complete restoration shall be extended for the time reasonably required as to how much time will be required to complete the repair, reconstruction and/or restoration a result of the Premises and the parking facilities of the Projectsuch event. 22.7. 22.6 If Landlord is obligated to or elects to repairan insured casualty occurs, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction the loss adjustment with the insurance company. 22.7 Tenant waives the provisions of Civil Code Section 1932(2) and 1933(4) or restoration only with regard to those portions any similar statute now existing or hereafter adopted governing destruction of the Premises, so that the Building parties’ rights and obligations in the event of damage or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense destruction shall be governed by the obligation provisions of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectthis Lease. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. 22.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance of either Building (or any building containing a portion of the Premises) not exceeding twenty-five fifty percent (2550%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the affected Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)casualty, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicableaffected Building, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may and although Landlord’s and Tenant’s repair obligations are absolute and are not terminate this Lease pursuant conditioned upon either of them receiving insurance proceeds sufficient to clause (b) of this Section 22.1 unless cover the cost of their repairs, Landlord and Tenant shall each have the right to postpone commencement NY\5747656.2 of their respective repair obligations for a period not longer than two (2) months in the case of Landlord and a period not longer than three (3) months in the case of Tenant, from the date of such repairs in excess of any deductible amount destruction to attempt to settle with their respective insurance carriers and any available insurance proceeds to restore obtain the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)funds for restoration. 22.2. 22.2 In the event of any damage to or destruction of any part of the Building or Buildings and/or the Entire Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building those Building(s) or the Entire Project, as applicable, in which case this Lease shall continue in full force and effecteffect and Landlord shall provide Tenant with an independent engineer’s letter stating the estimated time for restoration. If Landlord elects not to repair the Building or the Project, as applicablerepair, then this Lease shall terminate with respect to the entirety of the Premises located in the affected Building only, as of the date of such damage or destruction. To the extent that this Lease terminates in whole or in part, Rent shall be reduced accordingly. 22.3. Within 22.3 Landlord shall give notice to Tenant of its election to exercise its right not to repair, reconstruct or restore any of the Buildings within sixty (60) days following the date of damage or destruction, Landlord shall give written notice destruction referred to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectin Section 22.2. 22.4. 22.4 Upon any partial or total termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released for all or the portion of the Premises and this Lease affected thereby without further obligation to the other from the date possession of all or the portion of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 22.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 22.6 Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord or Tenant, as the time required to complete case may be, be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and damage or destruction by Force Majeure, then the parking facilities of time for Landlord or Tenant, as the Project exceeds eight case may be, to commence or complete repairs shall be extended on a day-for-day basis. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is fourteen (14) months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord or Tenant to provide Tenant use of the applicable portion of the Premises and the parking facilities of the Projectis not then Substantially Completed. 22.7. 22.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building Buildings or the Entire Project that were originally provided at Landlord’s expense. The constructed by Landlord and the repair, reconstruction or restoration of improvements not originally provided constructed by Landlord or at Landlord’s expense Tenant shall be remain the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 22.8 Notwithstanding anything to the contrary contained in this Section 22Article, neither Landlord nor Tenant shall not have any obligation whatsoever to repair, reconstruct or restore their respective portions of the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof. 22.9 If, at the time of any damage or destruction affecting any Premises, this Lease has already terminated as it applies to the affected Premises, then neither Landlord nor Tenant shall have any rights or obligations regarding such affected Premises, except for those provisions and indemnities that survive termination of the Lease. NY\5747656.2

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within sixty Landlord shall give written notice to Tenant within forty-five (6045) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, in no event shall Landlord be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant Xxxxxx has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1(a) The damage, destruction or partial destruction of any building or other improvement on the Premises shall not release Tenant from any obligation under this Lease. In the event of a partial destruction of the Building such damage or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofdestruction, Tenant shall, at its own cost and provided that (a) the damage thereto is such that the Building or the Project may be repairedexpense, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct promptly repair and restore the Building same to a condition as good or better than that which existed prior to the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) If, at any time during the last five (5) years of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination remaining term of this Lease under any of the provisions of this Section 22Lease, the parties leased Premises shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlordsubstantially damaged or destroyed, except with regard to in whole or in part (a) items occurring prior to the which shall mean damage or destruction and in an amount equivalent to fifty (b50%) provisions percent or more of this Lease thatthe then actual replacement value thereof, by their express termsbut without deducting physical depreciation, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease a lesser extent if such a portion thereof shall be abated proportionately based on the extent damaged or destroyed so as to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction make it imprudent or restoration, unless Landlord provides Tenant with other space during the period of repair thatunreasonable, in Tenant’s reasonable opinion, is suitable to use the remaining portion for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration operations of the Premises type and the parking facilities of the Project exceeds eight (8) months from the date of class immediately preceding such damage or destruction), then by fire, collision by aircraft, act of God or other cause beyond the reasonable control of the Tenant, and whether or not insured, in whole or in part against any such cause, the Tenant may may, at its option, terminate this Lease by written notice of termination given no later than within sixty (60) days after Landlord notifies Tenant as to how much the extent of such damage or destruction has been determined by serving upon the Landlord, at any time will be required to complete the repairwithin said sixty (60) day period, reconstruction and/or restoration a ten (10) day written notice of the Premises and the parking facilities Tenant’s election to so terminate, without any liability of the Project. 22.7. If Landlord is obligated Tenant to the Landlord, except for the payment of rent, if any, accrued to the date of such termination and full performance, at Tenant’s sole cost and expense, of the work of demolition or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those removal of the remaining portions of the buildings, structures or other improvements so damaged or destroyed and removal of all debris from the leased Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except this Lease shall be terminated pursuant to the extent that excess provisions of this paragraph, the insurance proceeds, if receivedany, are adequate recovered on account of such damage or destruction under insurance policies shall be paid to provide such upgradesthe Landlord and retained by the Tenant, in addition to providing as the case may be, after paying or reimbursing Tenant for basic repair, reconstruction and restoration the demolition or removal of the Premisesremaining portion of the buildings, the Building structures or other improvements so damaged or destroyed and the Project. 22.8. Notwithstanding anything removal of all debris from the leased Premises as follows: the Tenant shall pay to the contrary contained Landlord such proportion thereof as the number of full lease years immediately preceding the Lease year in this Section 22which such damage or destruction shall occur bears to eighty- five (85) years, Landlord and the balance of any such remaining proceeds shall not have any obligation whatsoever to repair, reconstruct or restore be retained by the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofTenant.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Building Premises or (b) Common Areas ((a) and (b) together, the Project “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five [***] percent (25[***]%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), and (z) such casualty was not intentionally caused by Tenant or its employees, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building Premises or the Project Common Areas other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building Premises or the ProjectCommon Areas, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) 24.3 Landlord shall give written notice to Tenant within [***] days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, subject to the terms of this Lease. 24.4 Notwithstanding anything to the contrary contained in this Article, in the event of any damage to or destruction of (a) the Building that materially and adversely affects Tenant’s operations within the Premises; (b) the Common Areas that materially and adversely impairs Tenant’s access to the Premises; or (c) [***] percent ([***]%) of Tenant’s lab space or [***] percent ([***]%) of Tenant’s office space in the Premises, as determined by Landlord’s architect (each, a “Material Loss”), and the Premises cannot be made reasonably tenantable for Tenant’s operations or access to the Premises cannot be reasonably restored within one year after date of such damage or destruction, as reasonably estimated by Landlord within [***] days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the amount date of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch damage or destruction. 22.4. 24.5 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.6 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.6. 24.7 Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, after [***] days of such delay, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. If Landlord elects not to make such repair, reconstruction or restoration and the parking facilities such damage or destruction constitutes a Material Loss, then Tenant shall have a right to terminate this Lease as of the Project exceeds eight (8) months from the date of such damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. 24.8 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense or in existence at the Commencement Date and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense or in existence as of the Commencement Date shall be the obligation of Tenant. In the event Tenant Xxxxxx has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.9 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) [***] months of the Term or any extension hereofhereof or to the extent that insurance. proceeds are not available; provided, however, if Landlord elects not ot make such repair, reconstruction or restoration and such damage or destruction constitutes a Material Loss, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction. Notwithstanding anything to the contrary contained in this Article, in the event that any Material Loss occurs during the last [***] months of the Term and the Premises cannot be reasonably restored within [***] months after the date of such damage or destruction, as reasonably estimated by Landlord within [***] days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the date of such damage or destruction. 24.10 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.121.01. In the event of a partial destruction of the Building Tenant hereunder shall have no obligation to repair or the Project restore any damage by fire or other perils covered casualty to the Demised Premises. 21.02. Landlord shall have no right to terminate this Lease in connection with any casualty. Tenant shall have the right to terminate this Lease in accordance with the provisions of Section 35.12 hereof. 21.03. Except as provided for in Section 35.12 of this Lease, Tenant shall not be entitled to terminate this Lease and no damages, compensation or claim shall be payable by extended coverage insurance not exceeding twenty-five percent (25%) Landlord for inconvenience, loss of business or annoyance arising from any repair or restoration of any portion of the full insurable value thereofDemised Premises pursuant to this Article 21. At no time shall there be an abatement or reduction of the Rent as a result of any casualty. 21.04. Notwithstanding any of the foregoing provisions of this Article 21, and provided that if by reason of some act or omission on the part of Tenant or any of its subtenants or its or their partners, directors, officers, servants, employees, agents or contractors, either (a) the damage thereto is such that the Building or the Project may Tenant shall be repaired, reconstructed or restored within a period of eight (8) months from the date unable to collect all of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient (including, without limitation, rent insurance proceeds) applicable to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building Demised Premises by fire or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicablecasualty, or (b) the Demised Premises shall be damaged or destroyed or rendered completely or partially untenantable on account of fire or other casualty, then, without prejudice to any other remedies which may be available against Tenant, there shall be no abatement or reduction of the amount of time reasonably anticipated to be required to complete the repairRent. Further, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary nothing contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Article 21 shall relieve Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.liability that may exist as a re-

Damage or Destruction. 22.123.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)Insurance Cost, (c) the repair, reconstruction or restoration of the damage or destruction is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (d) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding In the foregoingevent of any damage or destruction (regardless of whether such damage is governed by Section 23.1 or this Article 23), Landlord may if (a) the damage and destruction occurs within the last twenty-four (24) months of the then-current Term, and in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot terminate this Lease pursuant to clause be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, or (b) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Section 22.1 unless Lease, effective as of the cost date of such repairs in excess damage or destruction, by delivering to Landlord its written notice of any deductible amount and any available insurance proceeds termination (a “Termination Notice”) no later than fifteen (15) days after Landlord delivers to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Tenant Landlord’s Damage Repair Estimate. 22.223.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, . 23.3. Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or (b) destruction of the amount of time reasonably anticipated its election not to be required to complete the repair, reconstruction and/or restoration of reconstruct or restore the Premises and the parking facilities of the ProjectPremises. 22.423.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.623.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.723.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from Landlord’s building standards (the “Building Standard”), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.823.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Premises, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction. Tenant waives the benefit of New Jersey Revised Statutes, Title 46, Chapter 8, Sections 6 and 7, and agrees that Tenant will not be relieved of its obligation to pay Rent in case of any damage or destruction described in this Article, except as may be expressly provided in this Article.

Damage or Destruction. 22.123.1 Damages. If the Building and/or the Premises are damaged by fire or other perils covered by Landlord’s insurance, Landlord shall: 23.1.1. In the event of one hundred percent (100%) destruction of the Premises (“Total Destruction”), at Landlord’s option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the Building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect (subject to Section 23.3 below); provided, however, that if within ninety (90) days after the occurrence of such damage, Landlord shall by Notice to Tenant elect not to so repair, reconstruct or restore the Building and/or the Premises, this Lease shall terminate as of the date of such Total Destruction, provided such election is also made with respect to all similarly situated tenants within the Project. 23.1.2. In the event of a partial destruction of the Building and/or the Premises and if the damage thereto is such that the Building and/or the Premises is capable of being repaired, reconstructed or restored within a period of ninety (90) days from the Project by fire date of Landlord’s discovery of such damage, and if Landlord will receive insurance proceeds sufficient to cover the total cost of such repairs, reconstruction or other perils covered by extended coverage insurance not exceeding restoration, Landlord shall commence and proceed diligently with the work of repairs, reconstruction and restoration of the Building and/or the Premises or both, as the case may be, and this Lease shall continue in full force and effect (subject to Section 23.3 below). If such work of repair, reconstruction and restoration shall require a period longer than ninety (90) days or exceeds twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that replacement cost of the Building and/or the Premises, or both, as the Project case may be repairedbe, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive if insurance proceeds will not be sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repairrepairs, reconstruction and restoration of the Building restoration, then Landlord either may elect to so repair, reconstruct or the Project, as applicable, restore and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant effect (subject to clause (bSection 23.3 below) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect not to repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or partial destruction. 22.3. Within sixty (60) days following Under any of the date conditions of damage or destructionthis Section 23.1.2, Landlord shall give written notice Notice to Tenant either (a) of its election not to repairintention regarding repairs, reconstruct or restore the Building or the Project, as applicable, or (b) including Landlord’s good faith estimate of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to substantially complete such repairs (“Landlord’s Repair Notice”), within said ninety (90) day period. If the repair, reconstruction and/or restoration partial destruction causes a material portion of the Premises to be unusable for the Permitted Use and Landlord’s Repair Notice estimates that the parking facilities of repairs will take more than one hundred eighty (180) days after the Project exceeds eight (8) months from the date of damage or destructionoccurrence thereof to substantially complete, and if Landlord does not elect to terminate this Lease, then Tenant may shall have the right to terminate this Lease by written notice Notice to Landlord delivered within ten (10) business days following delivery of Landlord’s Repair Notice, which termination given shall be effective no later earlier than sixty thirty (6030) days after delivery of such Notice to Landlord. If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord notifies Tenant as may elect to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectterminate this Lease. 22.723.1.3. If In any case where Landlord is obligated to or elects to repair, restore or reconstruct or restore as herein providedthe Premises following the occurrence of any damage to which this Article 23 applies, then Tenant shall assign to Landlord shall be obligated the proceeds of its property insurance attributable to make such repair, reconstruction or restoration only with regard to those portions the Leasehold Improvements. If the cost of restoring the Leasehold Improvements exceeds the amount of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation proceeds of Tenant. In ’s property insurance that are received by Landlord, Tenant shall promptly pay the event Tenant has elected amount of such deficiency to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectdemand. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.123.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight one hundred twenty (8) months 120) days from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.223.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect (subject to Tenant’s right to terminate this Lease as described in Section 23.10 below). If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.323.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.623.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.723.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.823.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 23.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10. Notwithstanding anything to the contrary contained in this Article, in the event that Tenant’s Permitted Use of the Premises is substantially impaired (a) for a period of more than nine (9) consecutive months after the date of any damage or destruction covered by this Article or (b) during the last six (6) months of the Term as a direct result of any damage or destruction covered by this Article, then, in each case, Tenant shall have the right to terminate this Lease by written notice to Landlord at any time thereafter until the Premises is substantially restored such that it may be used for the Permitted Use, at which point, Tenant’s right to terminate shall cease and be of no further force or effect.

Damage or Destruction. 22.1. (a) If the Building and/or the Premises and/or the Project are damaged by fire or other perils covered by insurance, Landlord shall: (i) In the event of total destruction or an uninsured casualty, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the Building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; provided, however, that if within sixty (60) days after the occurrence of such damage, Landlord shall by Notice to Tenant elect not to repair, reconstruct or restore the Building and/or the Premises and/or the Project, this Lease shall terminate as of the date of such total destruction. (ii) In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance (i.e., not exceeding twenty-five percent (25%) of the full insurable value thereof, value) of the Building and/or the Premises and provided that (a) if the damage thereto is such that the Building or and/or the Project may be Premises is capable of being repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty occurred and (b) if Landlord shall will receive insurance proceeds sufficient to cover the total cost of such repairs (except for without considering any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expenseamounts), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building and/or the Premises or the Projectboth, as applicablethe case may be, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work of repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty-five percent (25%) of this Section 22.1 unless the full insurable value of the Building and/or the Premises, or both, as the case may be, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of (without considering any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000amounts). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, then Landlord either may elect (A) to repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects , or (B) not to repair the Building repair, reconstruct or the Project, as applicable, then restore and this Lease shall then terminate as of the date of such damage or partial destruction. 22.3. Within Landlord shall give Notice to Tenant of its intention regarding repairs within sixty (60) days following after the occurrence of such casualty. If the damage is due to any cause other than fire or a peril covered by extended coverage insurance, Landlord may elect to terminate this Lease as of the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or casualty occurred. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to Landlord except for items which have therefore accrued and/or are then unpaid or which expressly survive the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions termination of this Lease that, by their express terms, survive the expiration or earlier termination hereofLease. 22.5. (c) In the event of repair, reconstruction and or restoration by Landlord following a casualty as provided in this Section 22herein provided, all the Rent to be paid by Tenant payable under this Lease shall be abated proportionately based on with the extent degree to which Tenant’s use of the Premises 's Permitted Use is impaired during the period of such repair, reconstruction or restoration, unless but only to the extent that Landlord provides Tenant with other space during is compensated for such loss by the period of repair that, in insurance carried or required to be carried pursuant to Section 21(a)(iv) above. Tenant’s reasonable opinionabatement period provided for herein shall continue until Tenant has been given reasonably sufficient time and sufficient access to the Premises, to rebuild the portion of the Premises it is suitable required to rebuild (if any), to install its property, furniture, fixtures, data and telecommunications cabling and equipment and to move in to the Premises. Notwithstanding the foregoing, there shall be no abatement of Rent if such damage is caused, by Tenant's negligence or intentional wrongdoing. Tenant shall not be entitled to any compensation or damages for loss in the temporary conduct use of Tenant’s businessthe whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. If Landlord is obligated to or elects to repair or restore as herein provided, Landlord shall be obligated to make repair or restoration only of those portions of the Building and the Premises which were originally provided at Landlord's expense, and the repair and restoration of items not provided at Landlord's expense shall be the obligation of Tenant and Tenant shall be entitled to all insurance proceeds under the insurance maintained by Tenant under Section 21(a) that are allocable to such items. 22.6(d) In the event of damage to the Premises and/or the Building, Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Section 22. Notwithstanding anything to the contrary contained in this Section 22, if Landlord cannot repair or restore the time required to complete damaged Premises within nine (9) months after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of force majeure as described in Section 34 below, then Landlord or Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repairLease, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then whereupon Landlord shall be obligated relieved of its obligations to make such repair, reconstruction repairs or restoration only with regard to those portions and Tenant shall be released from its obligations under this Lease as of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration end of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectsaid nine (9) month period. 22.8. (e) Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term of this Lease or any extension hereofhereof Notwithstanding the foregoing, if Landlord exercises its right to terminate this Lease pursuant to the provisions of this subparagraph and Tenant has an unexpired, unexercised option to renew the term of this Lease, Tenant may cause Landlord’s termination exercise to be rescinded by exercising such option to renew within ten (10) business days following delivery of notice of Landlord’s exercise of its right to terminate this Lease, provided that all other conditions for the effectiveness of the exercise of such option to renew are satisfied.. (f) Landlord will exercise all termination rights hereunder in good faith or merely to gain the benefit of higher market rents or if Landlord intends to rebuild. In addition and notwithstanding anything to the contrary contained herein, if, (i) during the last 12 months of the Term or any extension thereof, twenty percent (20%) or more of the Premises is damaged or destroyed, and Tenant ceases to occupy such portion of the Premises or (ii) any damage or destruction would take more than sixty (60) days to repair; or (iii) Tenant will not receive insurance proceeds sufficient to cover the cost of restoring its tenant improvements that Landlord is not obligated to restore (without considering any deductible amounts and provided Tenant maintains the insurance required under Section 21(a)), Tenant shall have the right to terminate the Lease as of the date of such damage or destruction by written notice to Landlord, given within thirty (30) days after such damage or destruction. (g) Tenant hereby waives the provisions of California Civil Code Section 1932, Subsection 2, and Section 1933, Subsection 4, and any other statute or court decision relating to the abatement or termination of a lease upon destruction of the Premises; and the provisions of this Section shall govern in case of such destruction.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22Section), if (a) in Landlord’s determination as set forth in the time required to complete Damage Repair Estimate (as defined below), the repairAffected Areas cannot be repaired, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight reconstructed or restored within twelve (8) 12) months from after the date of damage or destructionthe Damage Repair Estimate, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60b) days subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration date of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to Damage Repair Estimate, or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if (c) the damage resulting from any casualty covered under this Section 22 and destruction occurs during within the last twelve (12) months of the Term then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or any extension hereof.destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to

Damage or Destruction. 22.1. In A. If the event of a partial destruction of the Building demised premises or the Project any part thereof shall be damaged or destroyed by fire or other perils covered by extended coverage casualty, Landlord shall promptly repair all such damage and restore the demised premises without expense to Tenant, subject to delays due to adjustment of insurance not exceeding claims, strikes and other causes beyond Landlord's control. If such damage or destruction shall render the premises untenable in whole or in part, the rent shall be abated wholly or proportionately as the case may be until the damage shall be repaired and the premises restored. If the damage or destruction shall be so extensive as to require the substantial rebuilding (i.e., expenditure of twenty-five percent (25%) percent or more of replacement costs) of any one building included in the full insurable value thereofdemised premises, and provided that or if the leased premises cannot reasonably be rebuilt or repaired within one hundred twenty (a120) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months days from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicabledamage, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during within the last twelve (12) months of the Term term of this Lease, either party may elect to terminate this Lease by written notice to the other within thirty (30) days after the occurrence of such damage or destruction. B. Neither Landlord nor Tenant shall be liable to the other (or to the other's successors or assigns) for any loss or damage caused by fire or any extension hereofof the risks enumerated in a standard fire insurance policy with an extended coverage endorsement, and in the event of insured loss, neither party's insurance company shall have a subrogated claim against the other. All such claims for any and all loss, however caused, are hereby waived. Such absence of liability shall exist whether or not the damage or destruction is caused by the negligence of Landlord or Tenant or by any of their respective agents, servants, employees, or sublessees.

Damage or Destruction. 22.1a. In the event the building and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety (90) days after such damage, elect not to so repair, reconstruct or restore the building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building, and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or building and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or building and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work of repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty-five percent (25%) of this Section 22.1 unless the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects not to repair may elect not; repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as then terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 23.a(2), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety (90) day period. In the event Landlord elects not to repair, reconstruct or restore the Building or building and/or the ProjectPremises, this Lease shall be deemed to have terminated as applicable, or (b) of the amount date of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch partial destruction. 22.4. b. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. c. In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during ; provided that there shall be no abatement of rent if such damage is the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct result of Tenant’s business's negligence or intentional wrongdoing. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. 22.6d. Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises within one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectsaid one year period. 22.7. e. If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. f. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s Landlords expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. g. Notwithstanding anything to the contrary contained in this Section 22Pxxxxxxxx 00, Landlord Xxxxxxxx shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. h. Landlord and Tenant hereby waive the provisions of any statutes or court decisions which relate to the abatement or termination of leases when leased property is damaged or destroyed and agree that such event shall be exclusively governed by the terms of this Lease.

Damage or Destruction. 22.1. 18.1 In the event of a partial destruction that any portion of the Building is partially or completely damaged or destroyed or declared unsafe or unfit for occupancy by any authorized public authority for any reason other than Lessee's act, use or occupation, which declaration required repairs to the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) Building, the rights and obligations of the full insurable value thereof, Lessee and provided that (a) Lessor shall be as follows: 18.1.1 If the damage thereto is covered under insurance carried by Lessor or Lessee, Lessor shall repair such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, damage as applicable, soon as is reasonably possible and this Lease shall continue in full force and effect. ; 18.1.2 In the event that such damage is not covered by insurance carried by Lessor or Lessee, Lessor shall repair such damage, provided that, such damage or destruction does not exceed twenty percent (20%) of the then replacement value of the improvements, exclusive of trade fixtures, equipment or machinery; 18.1.3 Notwithstanding anything contained herein above, (i) if the foregoingPremises are damaged or destroyed to any extent during the last Lease year, Landlord may not (ii) if the uninsured portion of such damage exceeds twenty percent (20%) of the then replacement value of the improvements, or (iii) over twenty percent (20%) of the Building shall be damaged or destroyed at any time, Lessor may, at Lessor's option, cancel and terminate this Lease pursuant by delivery of written notice to clause Lessee to so terminate. Said written notice shall be made within thirty (b30) days after the date of this Section 22.1 unless the cost occurrence of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate be effective as of the date of such damage or destruction. 22.3notice. Within sixty If notice is not given within thirty (6030) days following the date of damage or destructiondays, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties Lessor shall be released thereby without further obligation deemed to the other from the date possession of the Premises is surrendered have elected to the Landlord, except with regard to (a) items occurring prior to restore the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofshall repair such damage as soon as reasonably possibly. 22.5. In the event of repair18.2 If Lessor elects or is required to make repairs, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease Lessee shall be abated proportionately based on entitled to a reduction in rent during the time in which the repairs are being made to the extent to which Tenant’s Lessee's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessimpaired. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.125.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.225.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If If, however, (a) Landlord estimates (in its reasonable discretion) that such repairs cannot be completed within twelve (12) months from the date of the happening of the casualty or (b) Landlord elects not to repair the Building or the Project, as applicable, then Tenant shall have the right to terminate this Lease shall terminate (except for those provisions that, by their express terms, survive the expiration or earlier termination hereof) in whole or as to the equitable portion of the Premises and use of the Common Areas affected by such damage or destruction, without any payment of a Termination Fee, upon written notice to Landlord delivered no later than ten (10) business days after Tenant receives Landlord’s notice of (y) the estimate of time required to rebuild or (z) Landlord’s election not to rebuild, with such termination to be effective as of the date of Landlord’s receipt of such damage or destructionnotice. 22.325.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either destruction of (a) of whether Landlord can and will complete repairs within the twelve (12) month period set forth in Section 26.1 or (b) its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.425.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.525.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on in proportion to the extent to which Tenant’s use of the Premises for the Permitted Use is impaired during the period of such repair, reconstruction or restoration, or is prohibited by Applicable Laws, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessbusiness for the Permitted Use. 22.625.6. Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (other than the Force Majeure event constituting the original casualty), then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.725.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expenseexpense (including the Tenant Improvements). The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, is addressed in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectSection 25.9. 22.825.8. Notwithstanding anything to the contrary contained in this Section 22Article 25, if there is a casualty during the last twenty-four (24) months of the Term or any extension hereof such that a majority of the Premises is not usable for the Permitted Use, then either party can elect to terminate this Lease in connection with such casualty (except for those provisions that, by their express terms, survive the expiration or earlier termination hereof), and Tenant shall have no obligation to pay a Termination Fee in connection therewith, and Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if Premises. 25.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property, the Building and the Tenant Improvements; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage resulting from or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any casualty covered portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Section 22 occurs during Lease, and subject to the last twelve (12) months requirements of the Term or any extension hereofLender of Landlord.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (av) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bw) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (x) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder or consented to by Ground Lessor, (y) the Ground Lease is not terminated as a result of such casualty, and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.3. Within 24.3 As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 24.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which TenantXxxxxx’s use of the Premises is impaired during the period commencing on the date of the damage or destruction and continuing until the completion of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of TenantXxxxxx’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. 24.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by the Ground Lease or any applicable Loan Document or because Ground Lessor or any Lender whose consent is required withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.7. 24.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant Xxxxxx has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs (a) during the thirteenth (13th) through the twenty-fourth (24th) months prior to the expiration of the Term and the Damage Repair Estimate indicates that more than six (6) months will be required for such repair, reconstruction or restoration, (b) during the last twelve (12) months of the Term or (c) to the extent that insurance proceeds are not available therefor. 24.9 Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any extension hereofpermits or authorizations required by Applicable Laws or the Ground Lease. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of the Ground Lessor and any Lender of Landlord. 24.10 This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1a. In the event the building and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety (90) days after such damage, elect not to so repair, reconstruct or restore the building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building, and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or building and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or building and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work of repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty-five percent (25%) of this Section 22.1 unless the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election may elect not to repair, reconstruct or restore and the Building or the Project, as applicable, or (b) Lease shall then terminate. Under any of the amount conditions of time reasonably anticipated this Xxxxxxxxxxxx 00x (0), Xxxxxxxx shall give written notice to Tenant of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building and/or the Premises, this Lease shall be required deemed to complete the repair, reconstruction and/or restoration have terminated as of the Premises and the parking facilities date of the Projectsuch partial destruction. 22.4. b. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. c. In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during ; provided that there shall be no abatement of rent if such damage is the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct result of Tenant’s business's negligence or intentional wrongdoing. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. 22.6d. Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises within one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectsaid one year period. 22.7. e. If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. f. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. g. Notwithstanding anything to the contrary contained in this Section 22Xxxxxxxxx 00, Landlord Xxxxxxxx shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. h. Landlord and Tenant hereby waive the provisions of any statues or court decisions which relate to the abatement or termination of leases when property is damaged or destroyed and agree that such event shall be exclusively governed by the terms of this Lease.

Damage or Destruction. 22.1(a) If the Project, Building, or the Premises is damaged by fire or other perils, Landlord shall: (i) In the event of total destruction, at Landlord’s option, (x) as soon as reasonably possible after receipt of all insurance proceeds, approval by local authorities of any and all required final building plans and specifications and issuance of all required building permits and licenses, commence repair, reconstruction and restoration of the Project, Building, or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force, or (y) within the later of (a) the date of final insurance adjustment or (b) ninety (90) days after such damage, elect not to so repair, reconstruct or restore the Project, Building, or the Premises, in which latter event this Lease shall be deemed to have terminated as of the date of such total destruction. In either event, Landlord shall give Tenant written notice of its intention within ninety (90) days after the date of total destruction. (ii) In the event of a partial destruction of the Project or Building or the Project by fire or other perils covered by extended coverage insurance to an extent not exceeding twenty-five percent (25%) of the full insurable value thereofof the Project or Building or the Premises, and provided that (a) if the damage thereto is such that the Building Project, Building, or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall receive has received insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Premises and this Lease shall continue in full force (it being understood and effectagreed that Landlord shall not be required to repair, reconstruct, or restore the other portions of the Project unless Tenant’s use of or access to the Premises will be materially affected by Landlord’s election to not repair, reconstruct or restore the damaged portion of the Project). Notwithstanding If (i) such work of repair, reconstruction and restoration shall require a period longer than ninety (90) days after the foregoing, Landlord may not terminate this Lease pursuant to clause date of the casualty or exceeds twenty-five percent (b25%) of this Section 22.1 unless the full insurable value of the Building, (ii) such partial destruction is not insured, or (iii) insurance proceeds will not be sufficient to cover the entire cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate be deemed to have terminated as of the date of such damage or partial destruction. 22.3. Within sixty (60) days following Under any of the date conditions of damage or destructionthis Subparagraph 23(a)(ii), Landlord shall give written notice to Tenant either of its intention within the later of (a) the date of its election not to repair, reconstruct or restore the Building or the Project, as applicable, final insurance adjustment or (b) ninety (90) days after the date of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities partial destruction of the Project, Building, or Premises. 22.4. Upon (b) Except as provided otherwise in this Lease, upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have previously accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, reconstruction and or restoration by Landlord as provided in this Section 22Paragraph 23, all Rent to be paid by Tenant the rent payable under this Lease shall be abated proportionately based on to the extent degree to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration only to the extent Landlord receives proceeds from any rent abatement insurance that may be carried by Landlord or business interruption insurance carried by Tenant; provided that there shall be no abatement of rent if such damage is the result of the negligence or intentional wrongdoing of Tenant or its agents, employees, contractors or invitees. Tenant shall not be entitled to any compensation or damages for (i) loss in the use of the whole or any part of the Premises or (ii) any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises more than one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectone- year period. 22.7. (e) If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, the Building or the Project that Premises which were originally provided at Landlord’s expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. (f) Notwithstanding anything to the contrary contained in this Section 22Pxxxxxxxx 00, Landlord Xxxxxxxx shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term Term. In the event Landlord elects not to repair any such damage or destruction occurring during the last twelve (12) months of the Term, then this Lease and the parties’ respective obligations hereunder (other than those that by their nature survive Lease termination) shall terminate. (g) The provisions of Civil Code Section 1932, Subsection 2, and Section 1933, Subsection 4, which permit termination of a lease upon destruction of the leased premises, are hereby waived by Tenant, and the provisions of this Lease shall govern in case of such destruction. Except as provided otherwise in this Lease, Tenant shall not be released from any of its obligations under this Lease, the rent and other expenses payable by Tenant under this Lease shall not axxxx, and Landlord shall have no liability to Tenant for any damage or destruction to the Premises or the Building or any extension hereofinconvenience or injury to Tenant by reason of any maintenance, repairs, alterations, decoration, additions or improvements to the Premises, Building, or Project.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises or (b) Common Areas ((a) and (b) together, the Project "Affected Areas") by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s 's policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), and (z) such casualty was not intentionally caused by Tenant or its employees, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building Premises or the Project Common Areas other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building Premises or the ProjectCommon Areas, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, subject to the terms of this Lease. 24.4. Notwithstanding anything to the contrary contained in this Article, in the event of any damage to or destruction of (a) the Building that materially and adversely affects Tenant's operations within the Premises; (b) the Common Areas that materially and adversely impairs Tenant's access to the Premises; or (c) twenty-five percent (25%) of Tenant's lab space or fifty percent (50%) of Tenant's office space in the Premises, as determined by Landlord's architect (each, a "Material Loss"), and the Premises cannot be made reasonably tenantable for Tenant's operations or access to the Premises cannot be reasonably restored within one year after date of such damage or destruction, as reasonably estimated by Landlord within ninety (90) days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the amount date of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch damage or destruction. 22.424.5. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.6. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s 's reasonable opinion, is suitable for the temporary conduct of Tenant’s 's business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.7. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, after one hundred eighty (180) days of such delay, that, at Landlord's election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. If Landlord elects not to make such repair, reconstruction or restoration and the parking facilities such damage or destruction constitutes a Material Loss, then Tenant shall have a right to terminate this Lease as of the Project exceeds eight (8) months from the date of such damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.724.8. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense's expense or in existence at the Commencement Date and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s 's expense or in existence as of the Commencement Date shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.9. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve eighteen (1218) months of the Term or any extension hereofhereof or to the extent that insurance proceeds are not available; provided, however, if Landlord elects not ot make such repair, reconstruction or restoration and such damage or destruction constitutes a Material Loss, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction. Notwithstanding anything to the contrary contained in this Article, in the event that any Material Loss occurs during the last eighteen (18) months of the Term and the Premises cannot be reasonably restored within six (6) months after the date of such damage or destruction, as reasonably estimated by Landlord within ninety (90) days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the date of such damage or destruction. 24.10. Landlord's obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant's personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1(a) In the event the Building and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (i) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the Building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety days after such damage, elect not to so repair, reconstruct or restore the Building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety day period. In the event Landlord elects not to restore the Building and/or the Premises, this Lease shall be deemed to have terminated as to the date of such total destruction. (ii) In the event of a partial destruction of the Building or and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or and/or the Project Premises may be repaired, reconstructed or restored within a period of eight (8) months ninety days from the date of the happening of such casualty and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding If such work of repair, reconstruction and restoration shall require a period longer than ninety days or exceeds twenty-five percent of the foregoingfull insurable value thereof, Landlord may or if said insurance proceeds will not terminate this Lease pursuant be sufficient to clause (b) of this Section 22.1 unless cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as then terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 21(a)(ii), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety day period. In the event Landlord elects not to repair, reconstruct or restore the Building or and/or the ProjectPremises, this Lease shall be deemed to have terminated as applicable, or of the date of such partial destruction. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 21, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, repair reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, unless Landlord provides Tenant with other space during the period of repair thatrepair, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessreconstruction or restoration. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Article 21. Notwithstanding anything to the contrary contained in this Section 22Article 21, if Landlord is delayed or prevented from repairing or restoring the time required damaged Premises within one year after the occurence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to complete procure the repairnecessary labor or materials, reconstruction and/or or other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease as of the Premises and the parking facilities end of the Project exceeds eight said one year period. (8) months from the date of e) If damage is due to any cause other than fire or destructionother peril covered by extended coverage insurance, then Tenant Landlord may elect to terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLease. 22.7. (f) If Landlord landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, Building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. (g) Notwithstanding anything to the contrary contained in this Section 22Article 21, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Article 21 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. (h) The provisions of California Civil Code (S) 1932, Subsection 2, and (S) 1933, Subsection 4, which permit termination of a lease upon destruction of the Leased premises, are hereby waived by Tenant; and the provisions of this Article shall govern in case of such destruction.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five thirty percent (2530%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored to substantially the same condition as existed immediately before such damage and destruction in accordance with Applicable Laws within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseInsurance Cost), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and the provisions of this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate effect except as otherwise provided in this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Article 22. 22.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, Premises in which case the provisions of this Lease shall continue in full force and effecteffect except as otherwise provided in this Article 22. Landlord shall give written notice to Tenant of its election to repair, reconstruct or restore the Premises or to terminate this Lease within sixty (60) days following the date of damage or destruction (the “Landlord’s Restoration Notice”). Landlord shall include with the Landlord’s Restoration Notice a good faith estimate (the “Restoration Estimate”) prepared by Landlord’s architect or engineer of: (a) the time required to substantially complete the repair, reconstruction or restoration of the Premises to its original condition in compliance with Applicable Laws (the “Restoration Period”), and (b) the costs and expenses incurred or to be incurred in restoring such damage and destruction, including, without limitation, the design costs, project management costs, insurance costs and all other costs in connection with the repair, reconstruction or restoration of such damage or destruction (the “Restoration Costs”). If Landlord elects not to repair repair, reconstruct and restore the Building Premises but the estimated Restoration Period set forth in the Landlord’s Restoration Notice is greater than twenty-four (24) months, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction within twenty (20) business days following the Project, as applicabledate upon which Tenant receives the Landlord’s Restoration Notice. If Landlord elects to terminate this Lease, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty ; provided, however, if Landlord elects to terminate this Lease, then Tenant may elect, within such twenty (6020) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to exercise the Purchase Option in accordance with Section 30.1(c)(ii), in which event Tenant shall receive any insurance proceeds resulting from such damage; and provided further, if the Restoration Period set forth in the Restoration Estimate is less than thirty-six (36) months, Tenant may elect, within such twenty (20) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to deposit with Landlord an amount that is sufficient to cover any shortfall between the amount of insurance proceeds Landlord expects to receive in connection with the damage or destructiondestruction and the expected Restoration Costs set forth in the Restoration Estimate (the “Restoration Deposit”), so long as Tenant: (1) reaffirms its intention to pay all Rent as such Rent becomes due and owing under this Lease; (2) waives any claim to offsets, defenses or abatement of such Rent as a consequence of such damage or destruction without regard to the duration of the Restoration Period; and (3) deposits with Landlord the Restoration Deposit, in which event this Lease shall remain in full force and effect and Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore such damage or destruction in accordance with the Building or terms and conditions of Section 22.6, and in the Projectevent Landlord thereafter notifies Tenant at any time that the expected Restoration Costs exceed the remaining Restoration Deposit and remaining insurance proceeds to be received by Landlord, as applicable, or Tenant shall within ten (b10) of days after such notice pay the amount of time reasonably anticipated such deficiency to be required Landlord. Landlord shall have the right to use the Restoration Deposit to cover all costs and expenses in excess of the insurance proceeds received by Landlord necessary to complete the repair, reconstruction and/or or restoration of such damage or destruction. In addition, if the Premises and actual cost of such repair, reconstruction or restoration exceeds the parking facilities amount of the ProjectRestoration Fund, Tenant shall promptly deposit with Landlord such excess to be included in the Restoration Fund. Any sum which remains in the Restoration Fund upon completion of the repair, reconstruction or restoration of such damage or destruction after the payment of all Restoration Costs shall be promptly refunded to Tenant. 22.422.3. Upon any termination of this Lease under any of the provisions of this Section 22Article 22 (and provided Tenant does not exercise the Purchase Option), the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.522.4. In Except as set forth in Section 22.2, in the event of repair, reconstruction and restoration as provided in this Section Article 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration; provided, unless Landlord provides however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with other space during respect to the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessPremises. 22.622.5. Notwithstanding anything to the contrary contained in this Section Article 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will commence or complete repairs shall be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectextended on a day-for-day basis. 22.722.6. If If, and solely to the extent, Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to to: (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense, and (b) those portions of the Premises that are covered by the insurance Landlord is required to, or has elected to, obtain in accordance with Article 21. The Landlord shall not be obligated to repair, reconstruction reconstruct or restoration of restore improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess not covered by the insurance proceedsLandlord is required to, if receivedor has elected to, are adequate to provide such upgrades, obtain in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectaccordance with Article 21. 22.822.7. Notwithstanding anything to the contrary contained in this Section Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section Article 22 occurs during the last twelve twenty-four (1224) months of the Term unless Tenant exercises the Extension Option to extend, in which event Landlord shall not have any obligation to repair, reconstruct or restore the Premises if the damages resulting from any casualty covered under this Article 22 occurs during the last twenty-four (24) months of any extension hereof, or to the extent that insurance proceeds are not available therefor. 22.8. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant shall have the right but not the obligation, at its expense, to replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in monetary Default under this Lease.

Damage or Destruction. 22.1. In (a) If the event of a partial destruction of Hotel or any portion thereof shall be damaged or destroyed at any time or times during the Building Term by fire, casualty or the Project any other cause commonly covered by fire or other perils covered by and extended coverage insurance and the cost of repairing such damage and restoring the Hotel to substantially its condition immediately prior to such damage or destruction, as reasonably estimated by Owner based upon estimates Owner receives from contractors and other reasonable and customary evidence, will not exceeding twenty-five percent (25%) exceed the sum of $1,000,000 plus adjustments to reflect increases in the CPI for each Fiscal Year after 2019 exclusive of the full insurable value thereofcost of the foundation and footings ("Minimum Cost"), Owner will, at its own cost and provided expense (subject to Owner's receipt of insurance proceeds sufficient to pay such costs and expenses) and with due diligence repair and/or restore the Hotel so that after such repair and/or restoration, the Hotel shall be in substantially the same condition as it was immediately prior to such damage or destruction. (ab) If the cost of such repair and/or restoration will, as so reasonably estimated by Owner, exceed the Minimum Cost, then Owner shall, within one hundred twenty (120) days after such damage thereto is or destruction, elect by notice to Manager either (x) to carry out such that repair and/or restoration, in which case Owner shall complete such repair and/or restoration pursuant to the Building last sentence of Section 15.1(a) or (y) to terminate this Agreement; should Owner so elect to terminate this Agreement. Upon the Project may termination of this Agreement pursuant to this paragraph, Operator shall be repaired, reconstructed or restored within entitled to a Reinstatement Right for a period of eight (8) 24 months from the date of termination. (c) In the happening case of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover damage or destruction which Owner is required by the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) preceding provisions of this Section 22.1 unless the cost of 15.1 to repair or restore or where Owner has not elected under said preceding provisions to terminate this Agreement, Owner shall undertake to so repair and/or restore such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect and neither Owner nor Manager shall have a right to repair, reconstruct and restore the Building or the Project, as applicable, in which case terminate this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date Agreement on account of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In (a) If the event Project shall be damaged or destroyed (in whole or in part) at any time during the Contract Term: (i) there shall be no abatement or reduction in the amounts payable by the Company under this Loan Agreement (whether or not the Project is replaced, repaired, rebuilt, restored or relocated); (ii) the Company shall promptly give notice thereof to the Trustee; and (iii) upon the occurrence of a partial such damage or destruction resulting in Net Proceeds derived from the insurance in excess of $500,000, such Net Proceeds shall be paid to the Trustee and deposited in the Renewal Fund, and the Company shall, at its option: (A) replace, repair, rebuild, restore or relocate the Project as promptly and expeditiously as reasonably possible, (B) if the Company exercises its option to terminate the Loan Agreement pursuant to Section 11.1(a) hereof, redeem the Bonds Outstanding in whole, subject to any applicable premium or call protection then applicable to such redemption, or (C) if such damage or destruction does not, in the Company’s opinion, materially adversely affect the continued operations of the Building Project at a level at least equal to the level of operations existing prior to such damage or destruction and an Independent Consultant has verified in writing that the Project by fire or other perils covered by extended coverage can continue to satisfy the Financial Covenants, redeem a principal amount of the Bonds equal to the Net Proceeds of the insurance not exceeding twenty-five percent (25%claim, in accordance with Section 3.01(b) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and Indenture. (b) Landlord If the Company replaces, repairs, rebuilds, restores or relocates the Project, the Trustee shall receive insurance proceeds sufficient disburse the Net Proceeds from the Renewal Fund in the manner set forth in Section 4.09 of the Indenture to cover pay or reimburse the Company for the cost of such repairs (except for any deductible amount provided by Landlord’s policyreplacement, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and rebuilding, restoration of or relocation. Any such replacements, repairs, rebuilding, restorations or relocations shall be subject to the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause following conditions: (bi) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to at least in substantially the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring same condition and value as an operating entity as existed prior to the damage or destruction destruction; (ii) the Project shall continue to constitute “port authority facilities” as such term is defined in the Act, and the Company shall furnish to the Issuer and the Trustee with an opinion of Bond Counsel that the exclusion from gross income for Federal income tax purposes of the interest on the Tax-Exempt Bonds shall not be adversely affected; (iii) the Project will be subject to no Liens, other than Permitted Liens; (iv) all such repair, replacement, rebuilding, restoration or relocation of the Project shall be effected with due diligence in a good workmanlike manner in compliance with all applicable legal requirements and the Company shall cause payment to be promptly and fully paid in accordance with the terms of the applicable contracts; and (v) if the amount of insurance proceeds exceeds $500,000, the Company must obtain (A) contracts showing repair or replacement can be completed within funds available (from insurance or otherwise) and (bB) provisions a report of this Lease thata consultant that no monetary default will occur prior to completion of repair or replacement. If the insurance proceeds are less than $500,000 and the Company receives a report of a consultant that the Project can continue to operate with less than full repair, replacement, etc., of damage caused by their express termscasualty and can continue to satisfy the Financial Covenants, survive then insurance proceeds shall be paid to the expiration or earlier termination hereofTrustee for deposit in the Bond Fund and used to pay debt service on the Senior Bonds, subject to Bond Counsel opinion. 22.5. (c) In the event such Net Proceeds are not sufficient to pay in full the costs of such replacement, repair, reconstruction rebuilding, restoration or relocation, the Company shall nonetheless complete the work and pay from its own moneys that portion of the costs thereof in excess of such Net Proceeds. All such replacements, repairs, rebuilding, restoration or relocation made pursuant to this Section, whether or not requiring the expenditure of the Company’s own money, shall automatically become a part of the Project as if the same were specifically described herein. (d) Any balance of such Net Proceeds remaining in the Renewal Fund arising from damage or destruction of the Project after the Trustee’s receipt of the certificate required by Section 4.09(e) of the Indenture, shall, at the written direction of the Company and subject to any Rebate Amount required to be paid to the Federal government pursuant to the Indenture or the Tax Compliance Agreement, be used to redeem the Bonds upon the written direction of the Company to the Trustee to do so, as provided in the Indenture. (e) If the Company shall exercise its option to terminate this Loan Agreement pursuant to Section 2211.1 hereof, all Rent such Net Proceeds shall be applied to the payment of the amounts required to be paid by Tenant Section 11.2 hereof. If an Event of Default hereunder shall have occurred and the Trustee shall have exercised its remedies under this Lease Section 10.2 hereof, such Net Proceeds shall be abated proportionately based on applied as directed by the extent to which Tenant’s use Majority Holders in accordance with Section 8.05 of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessIndenture. 22.6. Notwithstanding anything (f) After the entire principal amount of, premium, if any, and interest on, the Bonds has been fully paid, or provision therefor has been made in accordance with the Indenture, and after the fees, charges, expenses and other amounts due to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises Issuer and the parking facilities of Trustee hereunder or under the Project exceeds eight (8) months from Indenture have been paid in full or adequately provided for, all remaining Net Proceeds shall be paid to the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectCompany. 22.7. If Landlord (g) Unless an Event of Default has occurred and is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premisescontinuing, the Building or Company shall have the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration right to settle and adjust all claims under any policies of improvements not originally provided insurance required by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (126.3(a) months of the Term or any extension hereof.