Common use of Damage or Destruction Clause in Contracts

Damage or Destruction. If either or both of the Property and the Premises is damaged by fire or other insured casualty, Landlord shall have the option either: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either In the event the Leased Premises shall be destroyed or both of the Property and the Premises is so damaged or injured by fire or other insured casualtycasualty during the Term of this Lease, whereby the same shall be rendered untenantable, then Landlord shall have the right, but not the obligation, to render such Leased Premises tenantable by repairs within one hundred eighty (180) days therefrom. If the Leased Premises are not rendered tenantable within said time, it shall be optional with either party to this Lease to cancel this Lease, and in the event of such cancellation the Rent shall be paid only to the date of such cancellation. The cancellation herein mentioned shall be evidenced in writing. During any time that the Leased Premises are untenantable due to causes set forth in this paragraph, the Rent or a just and fair proportion thereof shall be abated. Notwithstanding the foregoing, if the cause of such damage, destruction or injury to the Leased Premises originates from the Leased Premises or occurs by reason of any act, omission or negligence of Tenant or any employee, agent, licensee, patron or invitee of Tenant, (“Tenant Damage”) Tenant shall not have the right to cancel this Lease and no abatement of Rent shall occur. As to such Tenant Damage, Landlord shall have the option either: (a) right, but not the obligation, to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of render the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Leased Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Leasetenantable. If Landlord elects to repair said Tenant Damage and restore render the Property (or PremisesLeased Premises tenantable, all insurance proceeds available shall be paid to Landlord and the balance of the cost of such repairs shall be paid by Tenant when due as the case may be)Additional Rent. If Landlord elects not to repair such Tenant Damage, Tenant shall not make such repairs pursuant to Paragraph 17 and shall be entitled to (and Landlord shall have no obligation any insurance proceeds received in respect to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordcost thereof.

Damage or Destruction. If either the Premises are destroyed or both damaged by fire, earthquake, or other casualty, Concessionaire shall promptly notify the Superintendent of the Property extent of such destruction or damage and the extent of the Premises that remain usable, if any, for Concessionaire’s purposes. If the damage is damaged by fire repairable within twenty-four (24) months from the date of the occurrence, then if insurance proceeds or other insured casualtyself-insurance coverages are available to pay the full cost of the repairs (except for the deductible amounts) City shall repair the Premises with due diligence. However, Landlord shall have City retains the sole option either: (a) to not repair or replace Building 30 or Premises for any reason, in which case the City may elect to terminate this Lease Agreement upon sixty (by so advising Tenant, in writing) within thirty (3060) days after said destruction or casualty effective as of written notice. The Concession Fee shall be abated in the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild proportion that the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction un-tenantable portion of the Premises or Propertybears to the whole thereof, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any natureSuperintendent reasonably determines, for any purported inconvenience, loss of business or annoyance the period from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when to the completion of the repairs. If the damage to the Premises is uninsured or cannot be repaired within twenty-four (24) months from the date of the occurrence, either City or Concessionaire may terminate this Agreement upon sixty (60) days’ written notice to the other. If thirty percent (30%) or more of Building 30 is destroyed or damaged or the Premises are delivered not damaged but damage or destruction to TenantBuilding 30 materially and adversely impacts the Permitted Use and the damage is not insured or cannot be repaired within twenty-four (24) months, then regardless of whether the Premises are damaged or not, Concessionaire may elect to terminate this Agreement upon sixty (60) days written notice to City. The extent In the event of damage by casualty, Concessionaire shall, at its sole cost and expense, be responsible for repair of damage to its own personal property and the abatement City shall not be required to repair or restore any damage or injury or to replace any equipment, inventory, fixture, or other personal property of Concessionaire or others located on the Premises. Neither City nor Concessionaire shall be based upon liable in damages to the portion other for terminating this Agreement in accordance with the provisions of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordsection.

Damage or Destruction. If either In the event that the Property should be damaged or both destroyed by fire, tornado or other casualty then Lessor shall within sixty (60) days after the date of such damage, commence to rebuild or repair the Property and shall proceed with reasonable diligence to restore the Premises is damaged by fire or other insured Property to substantially the same condition in which it was immediately prior to the happening of the casualty, Landlord except that Lessor shall have the option either: (a) not be required to terminate this Lease (by so advising Tenantrebuild, in writing) within thirty (30) days after said destruction repair or casualty effective as replace any part of the date upon furniture, equipment, fixtures and other improvements which Tenant receives timely written notice thereof; may have been placed by Lessee or (b) others within the Property, and in any event Lessor's obligation to restore and rebuild repair shall be 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 the Property and/or the Premises with reasonable dispatchis unfit for occupancy. Notwithstanding any of the foregoing, Landlord may only terminate this Lease in the event any mortgagee, under this Section 19 if a deed of trust, security agreement or mortgage on the cost to repair damage to or destruction of the Premises or Property, as should require that the case may beinsurance proceeds be used to retire the mortgage debt, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord Lessor shall have no obligation to pay) any damages rebuild and this Lease shall terminate upon notice to Lessee. Any insurance which may be carried by Lessor or compensation, Lessee against loss or damage to the Property shall be for the sole benefit of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord the Lessor and under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconductits sole control. Notwithstanding the foregoingabove, if a casualty renders all in the event such damage or part destruction occurs in the last two years of the Premises untenantableInitial Term or Extended Term, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered either Lessor or Lessee may, at their option elect to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in terminate this Lease as reasonably determined by LandlordLease.

Damage or Destruction. If either or both of the Property and the Premises is or the Building shall be damaged by fire or other insured casualty, Landlord shall have the option either: damage (a) exclusive of any improvements or other changes made to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding and paid for by Lessee), shall be repaired by and at the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost expense of Lessor to repair as near condition which existed immediately prior to such damage to or destruction as reasonably possible; provided, however, that if as a result of the Premises damage by fire or Property, as the case may be, exceeds other casualty more than fifty percent (50%) of the replacement cost net rental area of the Premises Building is rendered untenantable, then and in such event either Lessor or PropertyLessee shall have the right and option (exercised, if at all, by giving written notice to the other party within thirty (30) days of such destruction or casualty) to terminate this Lease as of the date of such casualty. Subject to the foregoing; the Lessor shall commence such repair within sixty (60) days after such casualty and shall complete the same within a reasonable time thereafter, subject to acts of God, strikes and other occurrence not within the control of Lessor. In the event Lessor fails to commence such repair or restoration within such period or shall fail to prosecute such repair and restoration in a timely manner, then Lessee shall have the right LEASE – Instructure, Inc. OLD MILL BUILDING IV, LLC and option (exercised, if at all, by giving written notice within fifteen (15) days of such failure) to terminate this Lease. In the event this Lease is terminated for any of the reasons aforesaid, any rents or other payments shall be prorated as of the effective date of such termination and proportionately refunded to the Lessee or paid to Lessor as the case may be. In no eventDuring any period in time, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of which the Premises untenantableor any portion thereof is rendered untenantable by fire or other casualty, Rent the rent shall xxxxx proportionately xxxxx commencing on to the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises area rendered untenantable, inaccessible or unfit for use in a reasonable business manner untenantabie for the purposes stated in period of time during which this Lease as reasonably determined by Landlordcondition exists.

Damage or Destruction. If either or both of the Property and the Premises is are partially damaged or destroyed by fire or other any casualty insured casualtyagainst under any insurance policy maintained by Landlord, Landlord shall have repair the option either: Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction and collect insurance proceeds when dispensed. Lxxxxxxx’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises, or the proceeds received by Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the Basic Monthly Rent shall be abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenable, if any. If (a) by reason of such occurrence the Premises are rendered wholly untenable, (b) the Premises are damaged as a result of a risk not covered by insurance, (c) the Premises are damaged in whole or in part during the last twelve (12) months of the Term, (d) the Premises or the Building (whether or not the Premises are damaged) is damaged to terminate the extent of twenty-five percent (25%) or more of the then-replacement value of either or to the extent that it would take, in Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, or (e) insurance proceeds adequate to repair the Property are not available to Landlord for any reason, Landlord may either elect to repair the damage or cancel this Lease (by so advising Tenant, in writing) notice of cancellation within thirty (30) days after said destruction or casualty effective as of the date upon which such event, and on such notice Tenant receives timely written notice thereof; or (b) to restore shall vacate and rebuild the Property and/or surrender the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this LeaseLandlord. If Landlord elects to repair and restore any such damage, any abatement of Basic Monthly Rent shall end on notice given by Landlord to Tenant that the Property (Premises have been repaired. If the damage is caused by the negligence of Tenant or PremisesTenant’s Occupants, as the case may be)Basic Monthly Rent shall not axxxx. Except for abatement of Basic Monthly Rent, if any, Tenant shall not be entitled to (and Landlord shall have no obligation to pay) claim against Landlord for any damages or compensation, loss suffered by reason of any naturesuch damage, for any purported inconveniencedestruction, loss of business or annoyance from any repair or restoration undertaken by restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or on behalf after the date of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding Lease pertaining to the foregoing, if a casualty renders all or part damage and destruction of the Premises untenantableor the Building. The proceeds of all insurance carried by Tenant on Tenant’s furnishings, Rent trade fixtures, leasehold improvements, equipment and other personal property shall proportionately xxxxx commencing on be held in trust by Tenant for the date purpose of the casualty repair and ending when replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, leasehold improvements, equipment and other personal property installed in the Premises are delivered to by Tenant or at the direct or indirect expense of Tenant. The extent of the abatement Unless this Lease is terminated by Landlord pursuant to this Paragraph, Tenant shall be based upon the portion of the Premises rendered untenantablerequired to restore or replace such furnishings, inaccessible trade fixtures, leasehold improvements, equipment and other personal property on damage or unfit for use destruction in at least a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordcondition equal to that existing prior to such event.

Damage or Destruction. If either or both of If, during the Property and Lease Term, the Premises is or the Office Complex are totally or partially damaged by fire or other insured casualtydestroyed from any cause, so as to render the Premises totally or partially inaccessible or unusuable, Landlord shall have diligently (taking into account the option either: (atime necessary to effectuate a satisfactory settlement with any insurance company involved) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or PremisesPremises and the Office Complex to substantially the same condition they were in prior to such damage; provided, as however, if the case may be), Tenant shall repairs and restoration cannot be entitled completed within ninety (90) days after the occurrence of such damage or destruction. If this Lease is terminated by Landlord pursuant to (this Section, all rent payable hereunder shall be apportioned and Landlord paid to the date of such termination of Lease, and Tenant shall have no obligation further rights or remedies as against Landlord pursuant to pay) any damages this Lease, or compensationotherwise. If this Lease is not terminated pursuant to this Section, then until the repair and restoration of any nature, the Premises is completed Tenant shall be required to pay base Rent and Additional Rent only for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or that part of the Premises untenantablethat Tenant is able to use while repairs are being made, Rent shall proportionately xxxxx commencing based on the date ratio that the amount of usable rentable area bears to the casualty and ending when total rentable area in the Premises are delivered to Tenant. The extent of the abatement Premises; provided, however that there shall be based no such reduction in Base Rent or Additional rent if such damage was caused by the act or omission of Tenant or any of its employees, agents, licensees, subtenants, contractors, invitees, customers, clients, family members or guests, upon written demand from Landlord, Tenant shall pay to Landlord the portion amount by which such costs and expenses exceed the insurance proceeds, if any, received by Landlord on account of the Premises rendered untenantable, inaccessible such damage or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlorddestruction together with such other losses or damages which Landlord may suffer or sustain on account thereof.

Damage or Destruction. If either the Premises are partially damaged or both destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, on receipt of the Property and insurance proceeds, repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction. Landlord’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises, or the proceeds received by Landlord from any insurance policy 65 Tenant may select 66 Notwithstanding the foregoing, provided that Tenant gives Landlord prior written notice, Tenant may self-insure as to any or all of the risks for which insurance is damaged required to be carried by fire Tenant pursuant to the foregoing portion of this Paragraph through a commercially reasonable program of self-insurance, but only for so long as Tenant maintains a minimum net worth of at least $25,000,000. Landlord shall, as part of the Operating Expenses, procure and continue in force (x) property insurance covering the Building with a replacement cost endorsement, subject to such commercially reasonable deductibles as Landlord may select, together with rental interruption insurance in a commercially reasonable amount, (y) commercial general liability insurance with a combined single limit for bodily injury and property damage of not less than $1,000,000 per occurrence, and (z) any insurance required by law for the protection of employees of Landlord working on or other insured casualtyaround the Property (including, Landlord without limitation, worker’s compensation insurance) with no less than the limits required by law. All such insurance shall have be provided by financially capable, licensed, third-party insurers. maintained by Landlord. Until such repair is complete, the option either: Basic Monthly Rent67 shall be abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenantable, if any. If (a) by reason of such occurrence the Premises are rendered wholly untenantable, (b) the Premises are damaged as a result of a risk not covered by insurance, (c) the Premises are damaged in whole or in part during the last twelve (12) months of the Term, (d) the Premises or the Building (whether or not the Premises are damaged) is damaged to terminate the extent of twenty-five percent (25%) or more of the then-replacement value of either or to the extent that it would take, in Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, or (e) insurance proceeds adequate to repair the Property are not available to Landlord for any reason, Landlord may either elect to repair the damage or cancel this Lease (by so advising Tenant, in writing) notice of cancellation within thirty (30) days after said destruction or casualty effective as of the date upon which such event, and68 such notice Tenant receives timely written notice thereof; or (b) to restore shall vacate and rebuild the Property and/or surrender the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this LeaseLandlord. If Landlord elects to repair and restore any such damage, any abatement of Basic Monthly Rent shall end on notice given by Landlord to Tenant that the Property (Premises have been repaired. If the damage is caused by the negligence of Tenant or PremisesTenant’s Occupants, as the case may be)Basic Monthly Rent shall not xxxxx, Except for abatement of Basic Monthly Rent69, if any, Tenant shall not be entitled to (and Landlord shall have no obligation to pay) claim against Landlord for any damages or compensation, loss suffered by reason of any naturesuch damage, for any purported inconveniencedestruction, loss of business or annoyance from any repair or restoration undertaken by restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or on behalf after the date of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding Lease pertaining to the foregoing, if a casualty renders all or part damage and destruction of the Premises untenantableor the Building. The proceeds of all insurance carried by Tenant on Tenant’s furnishings, Rent trade fixtures, leasehold improvements, equipment and other personal property shall proportionately xxxxx commencing on be held in trust by Tenant for the date purpose of the casualty repair and ending when replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, leasehold improvements, equipment and other personal property installed in the Premises are delivered by Tenant or at the direct or indirect expense of Tenant70. Unless this Lease is terminated by Landlord pursuant to Tenant. The extent of the abatement this Paragraph, Tenant shall be based upon the portion of the Premises rendered untenantablerequired to restore or replace such furnishings, inaccessible trade fixtures, leasehold improvements, equipment and other personal property on damage or unfit for use destruction in at least a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordcondition equal to that existing prior to such event.

Damage or Destruction. If either or both of a) If, during the Property and the Premises is damaged by Term, a fire or other insured casualty shall render the whole or any portion of the Leased Premises untenantable, in Tenant's reasonable judgment, and if, in Tenant's reasonable judgment, the Leased Premises can reasonably be expected to be restored to substantially the same condition existing immediately prior to such casualty within one hundred eighty (180) days from the date of such casualty, Landlord shall have repair and restore the option either: Leased Premises to substantially the same condition existing immediately prior to such casualty within such one hundred eighty (a180) day period (subject to terminate any delays caused by a "Force Majeure Event" [as hereinafter defined]. In the event that Landlord timely completes such repair and/or restoration, this Lease (by so advising Tenantshall remain in full force and effect. During the period during which such repair and/or restoration is being performed, rent otherwise payable hereunder shall abate in writing) within thirty (30) days after said destruction or casualty effective as the xxxxxrtion that the area of the date upon which Tenant receives timely written notice thereof; or (b) Leased Premises rendered untenantable bears to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction entire area of the Leased Premises until the Leased Premises is completely restored, repaired, or Propertyreplaced to the satisfaction of Tenant; provided, as the case may behowever, exceeds fifty percent (50%) that no rent shall be payable for any portion of the Leased Premises unless Tenant is able to conduct its usual business on that portion of the Leased Premises that remains tenantable. In the event that Landlord shall undertake to perform such repair and restoration of the Leased Premises, Tenant shall, prior to Landlord commencing such repair and restoration, pay Landlord with (i) all insurance proceeds and (ii) the amount of the difference between the insurance proceeds and the full replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Leased Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either the leased premises are so injured or both of the Property and the Premises is damaged by fire or other insured casualtycause or casualty as to render them uninhabitable, then either Landlord shall have the option either: (a) to or Tenant may terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely such injury or damage occurred, by written notice thereof; given to the other party within fourteen (14) days after the occurrence of such injury or damage, or, in Landlords case, within fourteen (b14) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, days after Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction receives notice of the Premises injury or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no eventdamage; provided, however, that if such injury or damage is caused directly or indirectly by any act, omission, abuse or negligence of Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of Tenant or any such person, then only Landlord shall Tenant have the such right to terminate this Lease. If Landlord elects to repair and restore In addition, in the Property event the building of which the leased premises are a part of are so injured or damaged by fire or other cause or casualty (or Premises, as even though the case leased premises may be), Tenant shall not be entitled to effected (and that Landlord shall have no obligation decide within a reasonable period of time not to pay) rebuild, then this Lease shall be terminated as of the date such injury or damage occurred. Upon any damages such termination, rent shall be prorated as of the date such injury or compensationdamage occurred, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of last possession by tenant, whichever is later, and the casualty parties shall be relieved of further obligations hereunder; provided however, that nothing contained herein nor any termination pursuant hereto shall release or be construed to release Tenant from liability for any injury or damage to the leased premises or the building of which the leased premises are a part, directly caused by any act, omission, abuse or negligence of Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of tenant or any such person. If this Lease is not terminated as provided above following any such injury or damage to the leased premises rendering the leased premises untenantable, except any such injury of damage caused directly or indirectly by Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of Tenant or any such person, then Landlord shall proceed with reasonable diligence to repair such injury or damage and ending when there shall be an appropriate abatement of rent, based on the Premises are delivered extent to Tenant. The extent which the injury or damage interferes with tenant’s use of the abatement shall be based upon leased premises, until the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordleased premises have been so repaired.

Damage or Destruction. 17.1 If either the Premises or both the Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall notify Tenant of its reasonable estimate of the Property time required to repair and restore the Premises and shall diligently repair and restore the Premises and the Premises is damaged by fire Building to substantially the same condition they were in prior to such damage or other insured casualtydestruction; provided, Landlord shall have the option either: however, that if in Land-lord's judgment such repair and restoration cannot be completed within ninety (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (3090) days after said destruction the occurrence of such damage or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoingdestruction, then Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this LeaseLease by giving written notice of termination within sixty (60) days after the occurrence of such damage or destruction. If Landlord elects this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable after such damage or destruction) and paid to the date of damage. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restore restoration of the Property (Premises are substantially complete, Tenant shall be required to pay rent only for the portion of the Premises that is usable while such re-pair and restoration are being made; provided, however, that if such damage or Premisesdestruction was caused by the act or omission of Tenant or any Invitee, as the case may be), then Tenant shall not be entitled to any such rent reduction (except to the extent Landlord receives rent loss insurance proceeds therefor); and further provided that if Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon reasonably determines that the portion of the Premises rendered untenantablethat is not affected by the damage or destruction is not reasonably useable, inaccessible then the rental abatement described above shall apply to the entire Premises until such time as any portion of the Premises becomes reasonably usable. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or unfit for destruction was caused by the act or omission of Tenant or any Invitee, then Tenant shall pay Landlord's deductible and the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction, (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and Tenant is required to insure exceeds the insurance proceeds received with respect thereto (Landlord hereby agreeing to use commercially reasonable efforts to collect insurance proceeds provided it determines the same is in the best interests of the Building tenants as a reasonable business manner whole), and (c) Landlord shall not be required to repair or restore any of the original tenant improvements installed pursuant to Exhibit B (except for the purposes stated in Building Standard Allowance provided by Land-lord, to the extent the same were originally incorporated into the Premises), any Alterations or any other contents of the Premises (including, without limitation, Tenant's trade fixtures, decorations, furnishings, equipment or personal property). Notwithstanding anything herein to the contrary, Landlord shall have the right to terminate this Lease as reasonably determined by Landlordif (1) insurance proceeds are insufficient to pay the full cost of such repair and restoration, (2) the holder of any Mortgage fails or refuses to make such insurance proceeds available for such repair and restoration, (3) zoning or other applicable Laws or regulations do not permit such repair and restoration, or (4) the damage to the Building exceeds twenty-five percent (25%) of the replacement value of the Building.

Damage or Destruction. 17.1 If either the Premises or both of the Property Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall diligently repair and restore the Premises and the Premises is damaged by fire Building to substantially the same condition they were in prior to such damage or other insured casualtydestruction; provided, however, that if in Landlord’s judgment such repair and restoration cannot be completed within two hundred seventy (270) days after the occurrence of such damage or destruction, then Landlord shall provide written notice thereof to Tenant, and Landlord shall have the option either: (a) right to terminate this Lease (by so advising Tenant, in writing) giving written notice of termination to the other within thirty (30) days after said destruction or casualty effective as the date on which Landlord provided such notice. If this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable after such damage or destruction) and paid to the date upon of termination (or, if Tenant did not occupy any portion of the Premises following such damage or destruction, paid to the date of such damage or destruction). If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete, Tenant shall be required to pay rent only for the portion of the Premises that is usable while such repair and restoration are being made; provided, however, that if such damage or destruction was caused by the gross negligence or willful misconduct of Tenant or any Invitee, then Tenant shall not be entitled to any such rent reduction. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or destruction was caused by the gross negligence or willful misconduct of Tenant or any Invitee, then Tenant shall pay Landlord’s deductible and the amount by which Tenant receives timely written notice thereof; such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction (or the insurance proceeds that would have been received if Landlord had maintained the property insurance required to be maintained by Landlord under this Lease), (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and rebuild Tenant is required to insure exceeds the Property and/or insurance proceeds received with respect thereto (or that would have been received if Landlord had maintained the Premises with reasonable dispatch. Notwithstanding the foregoing, property insurance required to be maintained by Landlord may only terminate this Lease under this Section 19 if the cost Lease), and (c) Landlord shall not be required to repair damage or restore any of the original tenant improvements installed pursuant to Exhibit B, any Alterations or destruction any other contents of the Premises (including, without limitation, Tenant’s trade fixtures, decorations, furnishings, equipment or Propertypersonal property). Notwithstanding anything herein to the contrary, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Landlord shall Tenant have the right to terminate this Lease. If Landlord elects Lease if (1) insurance proceeds are insufficient to pay the full cost of such repair and restore restoration, (2) the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, holder of any natureMortgage fails or refuses to make such insurance proceeds available for such repair and restoration, for any purported inconvenience(3) zoning or other applicable Laws or regulations do not permit such repair and restoration, loss of business or annoyance from any repair (4) the Building is damaged by fire or restoration undertaken by casualty (whether or on behalf of not the Premises has been damaged) to such an extent that Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence decides, in its sole and absolute discretion, not to rebuild or willful misconductreconstruct the Building. Notwithstanding the foregoing, if a casualty renders all or part Any obligation of the Premises untenantableTenant pursuant to this Paragraph, Rent shall proportionately xxxxx commencing on beyond Tenant’s applicable insurance coverage, is subject to appropriation and funding by the date of Prince Xxxxxx’s County Council and the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordMontgomery County Council.

Damage or Destruction. 9.1 If either or both of the Property and the Premises is shall be partially damaged by fire or other insured casualtycause, Landlord then the Premises shall have be repaired by and at the option either: expense of Lessor and the rent, until such repairs shall be made, shall be apportioned according to the part of the Premises which is usable by Lessee. No penalty shall accrue for reasonable delay which may arise by reason of adjustment of fire insurance on the part of Lessor or Lessee, for reasonable delay on account of "labor troubles", or any other cause beyond Lessor’s control. If (ai) the Premises are totally damaged or are rendered wholly untenantable, (ii) the Premises are totally or partially damaged by uninsured fire or other uninsured cause, or (iii) the Premises shall be so damaged that Lessor shall decide to terminate this Lease demolish the entire Premises, then within ninety (by so advising Tenant, in writing) within thirty (3090) days after said destruction or casualty effective as the occurrence of the date upon which Tenant receives timely event or damage or destruction Lessor may elect, by written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoingLessee, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. In such event, the term of this Lease shall expire by lapse of time upon the third day after such notice is given, and Lessee shall vacate the Premises and surrender the same to Lessor. If Landlord elects Lessor does not elect to terminate this Lease pursuant to the preceding sentence, then: Lessor shall diligently undertake and prosecute to completion the repair and restore of the Property (or Premises, as to substantially their condition immediately prior to the case may be), Tenant event of damage or destruction; and rent shall not be entitled apportioned according to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantablewhich is usable by Lessee, Rent shall proportionately xxxxx commencing on until such restoration or rebuilding is complete. Notwithstanding anything to the date contrary contained herein, if Lessor notifies Lessee of Lessor’s election to terminate this Lease pursuant to the casualty foregoing, then for a period of ten (10) days following Lessee's receipt of written notice of such election, Lessee may elect, by written notice to Lessor, at Lessee's own cost and ending when expense, to restore or rebuild the Premises are delivered to Tenant. The extent substantially their condition immediately prior to the event of damage or destruction, in which event: (i) this Lease shall continue thereafter in full force and effect, as if Lessor’s election to terminate had never been made; (ii) Lessee shall diligently cause the abatement Premises to be restored or rebuilt in accordance with the foregoing; and (iii) rent shall be based upon apportioned according to the portion part of the Premises rendered untenantablewhich is usable by Lessee until such restoration or rebuilding is complete, inaccessible to the extent of rental loss insurance available to Lessor. Notwithstanding anything to the contrary contained herein, in the event that Lessor does not or unfit for use in a reasonable business manner for the purposes stated in may not elect to terminate this Lease as pursuant to the terms of this Paragraph 9.1, then within sixty (60) following the occurrence of any event of damage or destruction to the Premises, Lessor shall provide Lessee with written notice, prepared by a licensed California contractor, reasonably determined estimating the period of time which will be required to repair or rebuild the Premises to substantially the condition in which they existed immediately prior to such damage or destruction. If such reparation or rebuilding is not reasonably estimated to be complete within two hundred forty (240) days following the occurrence of such damage or destruction, then Lessee may elect by Landlordwritten notice to Lessor with ten (10) business days of Lessor's notice to terminate this Lease in which event: (i) the term of this Lease shall expire by lapse of time upon the third day after such notice is given, and (ii) Lessee shall vacate the Premises and surrender the same to Lessor. No penalty shall accrue for reasonable delay which may arise by reason of adjustment of fire insurance on the part of Lessor or Lessee, for reasonable delay on account of "labor troubles", or any other cause beyond the control of Lessor or Lessee.

Damage or Destruction. (a) If either the Project or both of the Property and the Premises any portion thereof is damaged by fire or other insured casualty, perils covered by insurance maintained by Landlord shall have the option either: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty an extent not exceeding twenty-five percent (5025%) of the replacement full insurable value thereof and if the damage thereto is such that the repair or restoration thereof may, in Landlord's reasonable opinion, be completed within ninety (90) days after the date of such casualty and Landlord will receive insurance proceeds sufficient to cover the entire cost of such repair and restoration, Landlord shall commence and proceed diligently with the Premises work of repair and restoration and this Lease shall continue in full force and effect. If such work of repair and restoration requires a period longer than ninety (90) days to complete, in landlord's reasonable opinion, or Propertyexceeds twenty-five percent (25%) of the full insurable value of the Project, as or if said insurance proceeds will not be sufficient to cover the case 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 beeither elect to so repair and restore the 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. In no eventUnder any of the conditions contained in this Section 11.4 a , however, Landlord shall give written notice (the "Restoration Notice") to Tenant have of its intention within forty-five (45) days after the right to terminate this Leasedate of such event of damage or destruction. If Landlord elects not to repair and restore the Property (or PremisesProject, as this Lease shall be deemed to have to the case may be)amount of proceeds of tic insurance which tenant is required to maintain under s t on 13 a that are paid to landlord, Tenant in no event shall not tenant be entitled to (and Landlord shall have no obligation to payany compensation or damages for loss in the(degree) use of the whole or any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantablepremises and/or any inconvenience or annoyance occasioned by such damage, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible repair or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordrestoration.

Damage or Destruction. If either or both of the Property and the Premises Project is damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by and at the expense of the Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord's sole opinion, be completed within one hundred eighty (180) days after the occurrence of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business, provided that if the damaged portion renders the entire Premises unusable by Tenant, then rent shall be abated for the entire Premises (but there shall e no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). If the damage is due to the fault or neglect of Tenant, its employees, guests, invitees and the like, there shall be no abatement of rent, and Tenant agrees to make a claim, in an expeditious manner, under its insurance policies for the cost of such damage or destruction, and to assign any such insurance proceeds from its insurance policies to Landlord. If pairs cannot, in Landlord's opinion, be completed within one hundred eighty (180) days, Landlord may, at its option, make them in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16; provided, however, that if repairs cannot be completed within one hundred eighty (180) days from commencement of construction, Tenant shall have the option either: right after the expiration of such one hundred eighty (a180) days to terminate this Lease upon thirty (30) days' written notice to Landlord. Tenant's failure to so notify Landlord within such thirty (30) day period shall be deemed to constitute Tenant's waiver of its right to terminate this Lease. In addition, Landlord may elect not to rebuild and/or restore the Project, and instead terminate this Lease, by so advising Tenant, notifying Tenant in writing) writing of such termination within thirty (30) days after said destruction or casualty effective as Landlord receives notice of the date upon which of damage, such notice to include a termination date giving Tenant receives timely written notice thereof; sixty (60) days to vacate the Premises, but Landlord may so elect only if the Project shall be damaged by fire or (b) to restore and rebuild the Property and/or other casualty or cause, whether or not the Premises with reasonable dispatchare affected, and the damage is not fully covered, except for deductible amounts, by Landlord's insurance policies. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or A total destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Project shall Tenant have the right to automatically terminate this Lease. If Except as provided in this Article, there shall be no abatement of rent and no liability of Landlord elects by reason of any injury to repair or interference with Tenant's business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and restore the Property (equipment therein. Tenant understands that Landlord will not carry insurance of any kind to Tenant's furniture, furnishings, fixtures or Premisesequipment, as the case may be), Tenant and that Landlord shall not be entitled obligated to (and repair any damage thereto or replace the same. with respect to any damage which Landlord shall have no obligation is obligated to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932 and 1933 of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. If either In the event the PREMISES or both of the Property and the Premises is Building are damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Building, Landlord the damage shall have be repaired by and at the expense of LANDLORD to the extent of such insurance proceeds available therefor, provided such repairs can, in LANDLORD'S sole opinion, be made within one hundred twenty (120) days after the occurrence of such damage without the payment of overtime or other premiums. Until such repairs are completed, the rent shall be abated in proportion to the part of the PREMISES which is unusable by TENANT in the conduct of its business. If repairs cannot, in LANDLORD'S sole opinion be made within one hundred twenty (120) days, LANDLORD may at its option either: (a) to terminate make these within a reasonable time and, this Lease shall continue in effect. In the case of repairs, which in LANDLORD'S opinion cannot be made within one hundred twenty (by so advising Tenant120) days, in writing) LANDLORD shall notify TENANT within thirty (30) days after said destruction of the date of occurrence of such damage as to whether or casualty effective not LANDLORD elects to make such repairs and if no such notice is given, LANDLORD shall be deemed to have elected to make such repairs. If LANDLORD elects not to make such repairs which cannot be made within one hundred twenty (120) days of notice, then either party may, by written notice to the other, cancel this Lease as of the date upon which Tenant receives timely written notice thereof; or (b) to restore of the occurrence of such damage. Except as provided in this Section, there shall be no abatement of rent and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage no liability of LANDLORD by reason of any injury to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of interference with TENANT'S business or annoyance property arising from any repair such fire or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.other

Damage or Destruction. If either or both of the Property and the Premises is or any part thereof shall be damaged by fire or any other insured casualtycause, Tenant shall give prompt notice thereof to Landlord. If, in the judgment of Landlord's architect, restoration of the Premises within a period of six (6) months from the date of the damage is possible, Landlord shall have restore the option either: (a) Premises to terminate this Lease (by so advising the extent of leasehold improvements, and Tenant shall make such insurance proceeds available to Landlord in accordance with Tenant's insurance obligations set forth in Section 11. In addition, Tenant shall repair and restore, at Tenant's sole expense, all Alterations in the Premises. If the Premises are unusable, in whole or in part, during such restoration, the Monthly Base Rent and Additional Rent hereunder shall be proportionately abated to the extent and for the period that the Premises are unusable. If such damage or destruction shall result from the fault of Tenant, in writing) within thirty (30) days after said destruction its agents, servants or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be)subtenants, Tenant shall not be entitled to any abatement of Monthly Base Rent or Additional Rent. If restoration is not possible, in the judgment of Landlord's architect, within the aforesaid six (6) month period, Landlord shall so notify Tenant, and Landlord and Tenant shall each have no obligation the right to payterminate this Lease by giving written notice thereof to the other party within sixty (60) any damages or compensationdays after the occurrence of such damage, in which event this Lease and the tenancy hereunder shall terminate as of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of such damage or destruction and the casualty Monthly Base Rent and ending when Additional Rent will be apportioned as of the date of such damage or destruction. If neither party exercises its right of termination, the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease restored as reasonably determined by Landlordprovided above.

Damage or Destruction. 17.1 If either the Premises or both of the Property Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall diligently repair and restore the Premises and the Premises is damaged by fire Building to substantially the same condition they were in prior to such damage or other insured casualtydestruction; provided, however, that if in Landlord's judgment such repair and restoration cannot be completed within ninety (90) days after occurrence of such damage or destruction, then Landlord shall have the option either: (a) right, at its sole option, to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely seventy-fifth (75th) day after such damage or destruction by giving written notice thereof; of termination within forty-five (45) days after the occurrence of such damage or destruction. If the Lease is terminated pursuant to this Article, then Base Rent and additional rent shall be apportioned (b) to restore and rebuild based on the Property and/or portion of the Premises which is reasonably usable for Tenant's particular business purposes after such damage or destruction and paid to the date of termination. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete (to be determined by Landlord's architect in accordance with reasonable dispatchthe "substantial completion" provisions set forth in Exhibit B), Tenant shall be required to pay the Base Rent and additional rent only for the portion of the Premises that is reasonably usable for Tenant's particular business purposes while such repair and restoration are being made. If this Lease is not terminated as a result of such damage or destruction, then Landlord shall bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that if such damage or destruction was caused by the negligent act or willful misconduct of Tenant or any Invitee, then Tenant shall pay the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction, or which would likely have been received had Landlord carried the insurance required by this Lease (but failed to do so); and provided further, however, that Landlord shall not be required to repair or restore any Alteration previously made by Tenant or any of Tenant's trade fixtures, furnishings, equipment or personal property. Notwithstanding the foregoing, Landlord may if Tenant's data center or NOC is significantly damaged by the casualty, and not as a result of the negligent act or willful misconduct of Tenant or an Invitee, then, in addition to other rent abatement provisions herein, Tenant shall not be required to pay any Base Rent until full operation of both the data center and NOC have been restored, and during such period Tenant shall be required to pay additional rent only terminate this Lease under this Section 19 if for the cost to repair damage to or destruction portion of the Premises or Propertythat is reasonably usable for Tenant's particular business purposes. Further, as notwithstanding anything herein to the case may becontrary, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Landlord shall Tenant have the right to terminate this LeaseLease if (a) Landlord's insurance is insufficient to pay the full cost of such repair and restoration, (b) the holder of any Mortgage fails or refuses to make such insurance proceeds available for such repair and restoration, (c) zoning or other applicable laws or regulations do not permit such repair and restoration, or (d) the damage to the Building exceeds twenty-five percent (25%) of the replacement value of the Building, in which case Landlord shall give notice of such termination within forty-five (45) days after occurrence of the casualty, and such termination shall be effective as of the seventy-fifth (75th) day after the date of the casualty. If Landlord elects to restore and repair and restore the Property (or Premises, as but fails to substantially complete said work within one hundred fifty (150) days after occurrence of the case may be)casualty, Tenant shall not be entitled at its sole option may elect to terminate the Lease by giving Landlord written notice thereof at any time after such one hundred fiftieth (150th) day and Landlord shall have no obligation prior to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part substantial completion of the Premises untenantablework, Rent and which termination shall proportionately xxxxx commencing be effective on the date thirtieth (30th) day after delivery of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordsuch notice.

Damage or Destruction. 17.1 If either the Premises or both the Property are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, Landlord shall diligently restore and repair the Premises and the Property to substantially the same condition they were in prior to such damage; provided, however, that if in Landlord’s sole judgment such repairs and restoration cannot be completed within ninety (90) days after the occurrence of such damage or destruction (taking into account the time needed for effecting a satisfactory settlement with any insurance company involved, removal of debris, preparation of plans and issuance of all required governmental permits), or if such damage or destruction occurred within thirty-six (36) months prior to the expiration of the Property and the Premises is damaged by fire or other insured casualtyLease Term, then Landlord shall have the option either: (a) right, at its sole option, to terminate this Lease by giving written notice of termination to Tenant within forty-five (by so advising Tenant, in writing) within thirty (3045) days after said destruction the occurrence of such damage or casualty effective as of destruction. If this Lease is terminated pursuant to the preceding sentence, then Minimum Rent and additional rent payable pursuant to Article VI shall be apportioned and paid to the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchof termination. Notwithstanding the foregoing, Landlord may only terminate If this Lease under this Section 19 if the cost to is not terminated as a result of such damage or destruction, then until such repair damage to or destruction and restoration of the Premises or Propertyare substantially complete, as the case may be, exceeds fifty percent (50%) of the replacement cost Tenant shall be required to pay Minimum Rent and additional rent pursuant to Article VI only for those portions of the Premises or Property, as the case may be. In no eventthat Tenant is able to use while such repair and restoration are being made; provided, however, that if such damage or destruction was caused by the act or omission of Tenant or any Invitee, then Tenant shall not be entitled to any such reduction of Minimum Rent and additional rent. If this Lease is not terminated as a result of such damage or destruction, then except as otherwise specified in Section 17.2, Landlord shall bear the costs and expenses of such repair and restoration of the Premises and the Property; provided, however, that if such damage or destruction was caused by the negligent act or omission or willful misconduct of Tenant or any Invitee, then Tenant shall pay to Landlord the amount by which such costs and expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction. Notwithstanding anything above to the contrary, Landlord shall have the right to terminate this Lease. If Landlord elects Lease in the event (a) Landlord’s insurance is insufficient to pay the full cost of such repair and restore restoration, (b) the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, holder of any natureMortgage fails or refuses to make such insurance proceeds available for such repair and restoration, for any purported inconvenience, loss of business or annoyance from any (c) zoning or other applicable laws or regulations do not permit such repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordrestoration.

Damage or Destruction. If either or both of the Property and the Premises Project is damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord on a monthly prorata basis throughout the course of repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option either: (a) to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (by so advising Tenant, in writing) within thirty (3060) days after said destruction or casualty effective as Landlord learns of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild necessity for repairs as the Property and/or the Premises with reasonable dispatchresult of such damage. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or A total destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Project shall Tenant have the right to automatically terminate this Lease. If Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord elects by reason of any injury to repair or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and restore the Property (equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or Premisesequipment, as the case may be), Tenant and that Landlord shall not be entitled obligated to (and Landlord repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no obligation right to pay) any damages or compensation, proceeds of insurance carried by Landlord relating to property damage. With respect to any nature, for any purported inconvenience, loss of business or annoyance from any damage which Landlord is obligated to repair or restoration undertaken by or on behalf elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932 and 1933 of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. (a) If either or both during the term of the Property and this Lease the Premises is are damaged by fire or other insured casualty, Landlord but not to the extent that Lessee is prevented from carrying on business in the Premises, Lessor shall have promptly cause the option either: (a) Premises and the improvements thereon to terminate this Lease (by so advising Tenant, be repaired or restored at its sole cost and risk to substantially the condition in writing) within thirty (30) days after said destruction or casualty effective as which they existed prior to such damage. If such damage renders any portion of the Premises untenantable, the rent reserved hereunder (except for variable rent) shall be reduced during the period of its untenantability proportionately to the amount by which the area so rendered untenantable bears to the entire area of the Premises, and such reduction shall be apportioned from the date upon which Tenant receives timely written notice thereof; or (b) of the casualty to restore and rebuild the Property and/or date when the Premises with reasonable dispatchis rendered fully tenantable. Provided, however, that if Lessor under a Materials Handling Service Agreement then in existence between Lessor and Lessee, can meet Lessee's service requirements for the Premises without additional cost to Lessee, despite the damage to the Premises; then no abatement of rent shall occur. Notwithstanding the foregoing, Landlord in the event such fire or other casualty damages or destroys any of Lessee's leasehold improvements, alterations, betterments, fixtures or equipment (exclusive of any such leasehold improvements, alterations, betterments, fixtures or equipment provided to Lessee by Lessor at Lessor's expense at the commencement of this Lease, which shall be restored by Lessor), Lessee shall cause the same to be repaired or restored at Lessee's sole expense (other than Lessee's personal property or equipment, which Lessee may only terminate this Lease under this Section 19 if the cost elect, in Lessee's sole discretion, to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may berestore), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either or both of If, during the Property and Lease Term, the Premises is or the Office Complex are totally or substantially damaged by fire or other insured casualtydestroyed from any cause, Landlord so as to render the Premises totally or substantially inaccessible or unusable, either party shall have the option either: (a) right, in their sole discretion, to terminate this Lease by giving written notice of such termination to other party within forty-five (by so advising Tenant, in writing) within thirty (3045) days after said destruction the occurrence of such damage or casualty effective as of destruction. If this Lease is terminated by either party pursuant to this Section, all rent payable hereunder shall be apportioned and paid to the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchof such casualty. Notwithstanding the foregoing, Landlord may only terminate If this Lease under is not terminated pursuant to this Section 19 if then, until the cost to repair damage to or destruction and restoration of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be)is completed, Tenant shall not be entitled required to (pay Base Rent and Landlord shall have no obligation to pay) any damages or compensation, of any nature, Additional Rent only for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or that part of the Premises untenantablethat Tenant is able to use while repairs are being made, Rent shall proportionately xxxxx commencing based on the date ratio that the amount of usable rentable area bears to the casualty and ending when total rentable area in the Premises are delivered to Tenant. The extent of the abatement Premises; provided, however that there shall be based no such reduction in Base Rent or Additional Rent if such damage was caused by the act or omission of Tenant or any of its employees, agents, licensees, subtenants, invitees, customers, clients, family members or guests. If such repairs and restorations are with respect to any such damage or destruction which was caused by the act or omission of Tenant or any of its employees, agents, licensees, subtenants, contractors, invitees, customers, clients, family members or guests, upon written demand from Landlord, Tenant shall pay to Landlord the portion amount by which such costs and expenses exceed the insurance proceeds, if any, received by Landlord on account of the Premises rendered untenantable, inaccessible such damage or unfit for use in a reasonable business manner for the purposes stated in this Lease as destruction together with such other losses or damages which Landlord may reasonably determined by Landlordsuffer or sustain on account thereof.

Damage or Destruction. If either or both of the Property and the Premises Project is damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests or invitees, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Landlord unless such damage is due to the fault of Tenant, its employees, agents, contractors, guests or invitees. If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event, subject to Tenant’s right to terminate provided in this Article 16, this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option either: (a) to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (by so advising Tenant, in writing) within thirty (3060) days after said destruction or casualty effective as Landlord learns of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild necessity for repairs as the Property and/or the Premises with reasonable dispatchresult of such damage. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or A total destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may beProject shall automatically terminate this Lease. In no eventthe event the repairs or restoration cannot reasonably be completed within two-hundred seventy (270) days after the date of discovery of damage (when such repairs are made without the payment of overtime or other premiums), however, Tenant shall Tenant have the right to terminate this LeaseLease by notifying Landlord in writing of such termination at any time within sixty (60) days after the date of discovery of such damages. If Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord elects by reason of any injury to repair or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and restore the Property (equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or Premisesequipment, as the case may be), Tenant and that Landlord shall not be entitled obligated to (and Landlord repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no obligation right to pay) any damages or compensation, proceeds of insurance carried by Landlord relating to property damage. With respect to any nature, for any purported inconvenience, loss of business or annoyance from any damage which Landlord is obligated to repair or restoration undertaken by or on behalf elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932 and 1933 of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. (a) If either or both during the term of the Property and this Lease the Premises is are damaged by fire or other insured casualty, Landlord but not to the extent that Lessee is prevented from carrying on business in the Premises, Lessor shall have promptly cause the option either: (a) Premises and the improvements thereon to terminate this Lease (by so advising Tenant, be repaired or restored at its sole cost and risk to substantially the condition in writing) within thirty (30) days after said destruction or casualty effective as which they existed prior to such damage. If such damage renders any portion of the Premises untenantable, the rent reserved hereunder (except for variable rent) shall be reduced during the period of its untenantability proportionately to the amount by which the area so rendered untenantable bears to the entire area of the Premises, and such reduction shall be apportioned from the date upon which Tenant receives timely written notice thereof; or (b) of the casualty to restore and rebuild the Property and/or date when the Premises with reasonable dispatchis rendered fully tenantable. Provided, however, that if Lessor under a Materials Handling Service Agreement then in existence between Lessor and Lessee, can meet Lessee's service requirements for the Premises without additional cost to Lessee, despite the damage to the Premises, then no abatement of rent shall occur. Notwithstanding the foregoing, Landlord in the event such fire or other casualty damages or destroys any of Lessee's leasehold improvements, alterations, betterments, fixtures or equipment (exclusive of any such leasehold improvements, alterations, betterments, fixtures or equipment provided to Lessee by Lessor at Lessor's expense at the commencement of this Lease, which shall be restored by Lessor), Lessee shall cause the same to be repaired or restored at Lessee's sole expense (other than Lessee's personal property or equipment, which Lessee may only terminate this Lease under this Section 19 if the cost elect, in Lessee's sole discretion, to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may berestore), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. 17.1. If either the Premises or both of the Property Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall diligently repair and restore the Premises and the Premises is damaged by fire Building to substantially the same condition they are in prior to such damage or other insured casualtydestruction; provided, Landlord shall have the option either: however, that if in Landlord’s judgment such repair and restoration cannot be completed within one hundred eighty (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30180) days after said destruction or casualty effective as the occurrence of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair such damage to or destruction (taking into account the time needed for effecting a satisfactory settlement with any insurance company involved, removal of the Premises or Propertydebris, as the case may bepreparation of plans and issuance of al required governmental permits), exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, then Landlord shall Tenant have the right to terminate this LeaseLease by giving written notice of termination within sixty (60) days after the occurrence of such damage or destruction. If Landlord elects this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable or used after such damage or destruction) and paid to the later of (a) the date of such casualty or destruction, or (b) the date Tenant vacates the Premises. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restore restoration of the Property (Premise are substantially complete. Tenant shall be required to pay rent only for the portion of the Premises that is usable while such repair and restoration are being made; provided, however, that if such damage or Premisesdestruction was caused by the act or omission of Tenant or any Agent, as the case may be), then Tenant shall not be entitled to any such rent reduction. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant with respect to Tenant Items), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or destruction was caused by the act or omission of Tenant or any Agent, then Tenant shall pay Landlord’s deductible and the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction, (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and Tenant is required to insure exceeds the insurance proceeds received with respect thereto, and (c) Landlord shall not be required to repair or restore any tenant improvements installed in the Premises (except to the extent of any Building Standard Allowances provided by Landlord), any Alterations or any other contents of the Premises (including, without limitation, Tenant’s trade fixtures, decorations, furnishings, equipment or personal property). Notwithstanding anything herein to the contrary, Landlord shall have no obligation the right to payterminate this Lease if (1) any damages or compensationinsurance proceeds are insufficient to pay the full cost of such repair and restoration, (2) the holder of any natureMortgage fails or refuses to make such insurance proceeds available for such repair and restoration, for any purported inconvenience(3) zoning or other applicable Laws or regulations do not permit such repair and restoration, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding (4) the foregoing, if a casualty renders all or part damage to the Building exceeds twenty-five percent (25%) of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date replacement value of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordBuilding.

Damage or Destruction. If either or both of the Property and Premises, the building in which the Premises is may be located, or any systems, parking or common areas serving the Premises, are damaged by fire or other insured casualty, the Landlord shall have within forty-five (45) days of such casualty notify the option either: Tenant (athe “Landlord’s Notice”) whether Landlord elects to terminate restore the damage and, if so, whether in the reasonable determination of the Landlord the damage can be repaired within one hundred twenty (120) days of such notice (the “Restoration Period”). If Landlord elects not to repair the damage then this Lease will terminate effective as of the date of the casualty and the Rent shall be prorated as of that date. If Landlord elects to repair the damage and (by so advising i) the damage substantially interferes with Tenant’s ability, in writingits reasonable judgment, to conduct its business therefrom, or (ii) if the repairs and restoration cannot be completed within the Restoration Period as determined by Landlord, then Tenant may, at its option, within thirty (30) days after said destruction or casualty of the receipt of the Landlord’s Notice, terminate this Lease effective as of the date upon which of the casualty and the Rent shall be prorated as of that date. If Landlord has elected to make the repairs and if Tenant receives timely written notice thereof; or has not exercised its right to terminate as set forth above, the Landlord shall within thirty (b30) days from the date of the Landlord’s Notice, commence the repairs and restoration and proceed with all due diligence to restore and rebuild the Property and/or damaged areas to substantially the same condition in which they were in immediately prior to the occurrence of the casualty. For such period of time as Tenant cannot, in its reasonable judgment, conduct its business from the Premises with reasonable dispatchas a result of the condition of the Premises, the Common Facilities, or the building of which the Premises may be a part, or caused by an interruption thereof because of reconstruction activities, the Rent shall xxxxx. Notwithstanding To the foregoing, Landlord may extent and during the time that only terminate this Lease under this Section 19 if the cost to repair damage to or destruction a portion of the Premises or Propertyis tenantable and to the extent that Tenant is able in its reasonable judgmentto conduct its business therefrom, as the case may be, exceeds fifty percent (50%) Tenant shall receive a fair diminution of the replacement cost of the Premises or Property, as the case may beRent. In no eventthe event the Landlord fails to deliver to the Tenant a Landlord’s Notice within the required forty-five (45) day period, however, the Tenant shall Tenant have the right to terminate this LeaseLease as of the date of the casualty. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages restore fixtures, improvements, furniture, equipment or compensation, other property of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either or both of the Property and the Premises is are damaged or destroyed by a risk covered under any fire and extended coverage insurance policy issued in favor of Landlord, this Lease shall continue in full force and effect, except that Tenant shall be entitled to an equitable reduction of rent, commencing with the date of damage and continuing through completion of repairs by Landlord, such reduction to be based upon the extent to which the damage and/or restoration efforts materially interfere with the Tenant's business in the Premises. If the Premises or the Building are damaged by fire or other insured casualtya risk not covered by such insurance, then Landlord shall have the option either: (a) either to terminate repair or restore such damage, this Lease continuing in full force and effect, but the rent to be equitably reduced as hereinabove provided, or to give notice to Tenant at any time within ninety (by so advising Tenant, in writing) within thirty (3090) days after said destruction or casualty effective such damage terminating this Lease as of a date to be specified in such notice, which date shall not be less then sixty (60) days after giving such notice. If such notice is given, this Lease shall expire and any interest of Tenant in the Premises shall terminate on the date specified in such notice and the rent, reduced by an equitable reduction based upon the extent, if any, to which Tenant receives timely written notice thereof; or (b) to restore and rebuild such damage materially interfered with Tenant's business in the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, howeverPremises, shall be paid to the date of such termination, provided that if such uninsured damage is due to the act or omission of Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or PremisesTenant's agents, as the case may be)employees, contractors, licensees or invitees, Tenant shall not be entitled to (and any reduction in rent. If in Landlord's judgment, Landlord determines not to repair or restore the Premises, notwithstanding the availability of insurance proceeds for that purpose, Landlord shall have no obligation to pay) any damages or compensation, so notify Tenant and this Lease shall be terminated effective as of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlorddamage.

Damage or Destruction. If either or both of In the Property and event that the Premises is or the Shopping Center are totally or partially damaged or destroyed by fire or other insured casualty, the damaged or destroyed areas shall be repaired and rebuilt by Landlord shall have the option either: at Landlord's expense; provided, however, if (a) to terminate this Lease such damage results from a cause not insured; (b) the cost of repair or restoration exceeds the amount of insurance proceeds received by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as Landlord and available for restoration of the date upon which Tenant receives timely written notice thereofPremises; or (bc) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) or more of the replacement cost leasable area of the Shopping Center shall be damaged or destroyed by fire or other casualty, notwithstanding that the Premises may be unaffected by such fire or other casualty, Landlord may elect to terminate this Lease upon giving notice of such election in writing to Tenant within sixty (60) days after the occurrence of the event causing the damage. If Landlord is required or elects to rebuild as herein provided, Landlord shall rebuild the damaged areas of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Shopping Center with due diligence provided that Landlord shall have no obligation responsibility to pay) rebuild or restore the Tenant improvements or any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part portion of the Premises untenantableconstructed by Tenant at its expense. If the casualty or the repairing or rebuilding shall render the Premises untenantable in whole or in part, a proportionate abatement of the Minimum Rent shall proportionately xxxxx commencing on be allowed from the date of when the casualty and ending damage occurred until the date when the Premises are delivered have been restored by Landlord, such proportion to Tenant. The extent be computed on the basis that the leasable area of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for untenantable and not occupied by Tenant bears to the purposes stated in this Lease as reasonably determined by Landlordaggregate leasable area of the Premises.

Damage or Destruction. If either or both of In the Property and event that the Premises is damaged demised premises are totally destroyed by fire fire, casualty or other insured casualtydisaster, Landlord shall have no obligation to repair or rebuild the option either: (a) to terminate demised premises and shall retain all funds paid by any insurer as a result of such casualty and this Lease (lease shall be null and void as of the date of such destruction. In the event that the building on the demised premises is partially damaged by so advising Tenantfire, in writing) casualty or other disaster, and such damage cannot reasonably be repaired within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) of such damage so as to restore and rebuild cause the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoingsame to be restored to its prior existing condition, Landlord may only this lease shall terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to payretain all funds paid by any insurer as a result of such casualty. In the event that the building on the demised premises is partially damaged by fire, casualty or other disaster, and such damage can reasonably be repaired within thirty (30) any damages or compensation, days of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of such damage so as to cause the casualty same to be restored to its prior existing condition, the Landlord shall proceed to restore said demised premises and ending when during the Premises are delivered to Tenant. The extent period of time of restoration, the abatement rent shall be based upon reduced proportionately according to the percentage of square feet of usable area remaining in the portion of the Premises rendered untenantablebuilding leased to Tenant. In the event the demised premises are untenable as a result of such damage, inaccessible or unfit rent shall xxxxx during the period of time of restoration. Tenant agrees, upon notice from the Landlord, to remove such fixtures and other property from the demised premises as shall be required by Landlord for use in a reasonable business manner such restoration work and agrees to permit Landlord, its agents, servants, employees and contractors to enter upon the demised premises and remain thereon without molestation for the purposes stated purpose of restoring the demised premises. Should Tenant have paid any rent upon the demised premises beyond the date of termination, as in this Lease as reasonably determined by Landlorditem provided. Tenant shall be entitled to a proportionate refund.

Damage or Destruction. If either or both of a) If, during the Property and the Premises is damaged by Term, a fire or other insured casualty shall render the whole or any portion of the Leased Premises untenantable, in Tenant's reasonable judgment, and if, in Tenant's reasonable judgment, the Leased Premises can reasonably be expected to be restored to substantially the same condition existing immediately prior to such casualty within one hundred eighty (180) days from the date of such casualty, Landlord shall have repair and restore the option either: Leased Premises to substantially the same condition existing immediately prior to such casualty within such one hundred eighty (a180) day period (subject to terminate any delays caused by a "Force Majeure Event" [as hereinafter defined]). In the event that Landlord timely completes such repair and/or restoration, this Lease (by so advising Tenantshall remain in full force and effect. During the period during which such repair and/or restoration is being performed, rent otherwise payable hereunder shall abate in writing) within thirty (30) days after said destruction or casualty effective as the xxxxxrtion that the area of the date upon which Tenant receives timely written notice thereof; or (b) Leased Premises rendered untenantable bears to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction entire area of the Leased Premises until the Leased Premises is completely restored, repaired, or Propertyreplaced to the satisfaction of Tenant; provided, as the case may behowever, exceeds fifty percent (50%) that no rent shall be payable for any portion of the Leased Premises unless Tenant is able to conduct its usual business on that portion of the Leased Premises that remains tenantable. In the event that Landlord shall undertake to perform such repair and restoration of the Leased Premises, Tenant shall, prior to Landlord commencing such repair and restoration, provide Landlord with (i) all insurance proceeds and (ii) the amount of the difference between the insurance proceeds and the full replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Leased Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either the Premises or both any substantial part of the Property Premises and the Premises Common Areas is damaged or destroyed by fire or other insured casualty, Landlord shall have such that the option either: damage cannot be replaced or repaired within One Hundred Eighty (a180) days thereafter, either party may by written notice to the other, terminate this Lease (by so advising TenantLease, in writing) within thirty (30) days after said destruction or casualty which termination shall be effective as of the date upon which Tenant receives timely written notice thereof; of such damage. If as a result of fire or (b) to restore and rebuild the Property and/or other casualty the Premises with reasonable dispatch. Notwithstanding add Common Areas are made partially or completely untenable, and the foregoingLease is not terminated as provided above, Landlord may only terminate this Lease under this Section 19 if shall remain in full force and effect and the cost to repair damage to or destruction of Base Rent and Additional Rent shall xxxxx during such time as the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no eventare untenable; provided, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or Lessee occupies part of the Premises untenantablespace, Base Rent and Additional Rent shall proportionately xxxxx commencing on be abated by an amount determined by multiplying the date Base Rent and Additional Rent by a fraction of the casualty numerator of which is the leasable space which cannot be occupied and ending when the denominator of which is the total leasable square footage within the Premises. Unless this Lease is terminated as hereinabove provided, this Lease shall remain in full force and effect and Lessor shall proceed with due diligence to restore, repair, and replace the Premises are delivered to Tenant. The extent substantially the same condition as it was in as of the abatement Commencement Date. Lessor shall be based upon under no duty to restore any alterations, improvements or additions made by the portion Lessee or by Lessor at Lessee's request after the Commencement Date, unless the same are covered by proceeds of insurance designated for the same and available to Lessor in which case Lessor shall restore the same. In all cases, due allowances in the completion of the Premises rendered untenantablerepairs shall be given to the Lessor for any reasonable delays caused by adjustment of insurance loss, inaccessible strikes, labor difficulties, inability to obtain supplies or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordmaterials or any cause beyond Lessor's control.

Damage or Destruction. If either the leased premises are so injured or both of the Property and the Premises is damaged by fire or other insured casualtycause or casualty as to render them uninhabitable, then either Landlord shall have the option either: (a) to or Tenant may terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely such injury or damage occurred, by written notice thereof; given to the other party within fourteen (14) days after the occurrence of such injury or damage, or, in Landlords case, within fourteen (b14) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, days after Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction receives notice of the Premises injury or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no eventdamage; provided, however, that if such injury or damage is caused directly or indirectly by any act, omission, abuse or negligence of Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of Tenant or any such person, then only Landlord shall Tenant have the such right to terminate this Lease. If Landlord elects to repair and restore In addition, in the Property (event the building of which the leased premises are a part of are so injured or Premisesdamaged by fire or other cause or casualty, as even though the case leased premises may be), Tenant shall not be entitled to (and effected, then the Landlord shall have no obligation decide within a reasonable period of time not to pay) any damages or compensationrebuild, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under then this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Lease shall be terminated as of the Premises untenantabledate such injury or damage occurred. Upon any such termination, Rent rent shall proportionately xxxxx commencing on be prorated as of the date such injury or damage occurred or of the date of last possession by tenant, whichever is later, and the casualty parties shall be relieved of further obligations hereunder; provided however, that nothing contained herein nor any termination pursuant hereto shall release or be construed to release Tenant from liability for any injury or damage to the leased premises or the building of which the leased premises are a part, directly caused by any act, omission, abuse or negligence of Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of tenant or any such person. If this Lease is not terminated as provided above following any such injury or damage to the leased premises rendering the leased premises untenantable, except any such injury of damage caused directly or indirectly by Tenant or any person claiming under Tenant, or the family members, guests, visitors, invitees, licensees, agents, employees or contractors of Tenant or any such person, then Landlord shall proceed with reasonable diligence to repair such injury or damage and ending when there shall be an appropriate abatement of rent, based on the Premises are delivered extent to Tenantwhich the injury or damage interferes with tenant's use of the leased premises, until the leased premises have been so repaired. The extent Tenant is responsible for replacement and installation cost of any broken window regardless of cause, during the abatement shall lease term. The window must be based upon the portion replaced with that of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordequal quality.

Damage or Destruction. If either or both The fire and extended casualty insurance for the demised premises shall be the responsibility of the Property Lessee, to have the demised premises insured and pay for the Premises is cost of the insurance premiums with limits and deductible mutually acceptable by both the Lessor and Lessee. If the demised premises should be damaged or destroyed by fire or other insured casualtycause, Landlord the Lessee, at its expense with the approval of the Lessor shall promptly repair and restore the demised premises to substantially the same condition and configuration the demised premises were in prior to the damage or destruction. If the demised premises should be damaged or destroyed by fire or other cause, then the entire rents herein provided, or a fair equitable portion thereof, shall be abated until such time as the demised premises are repaired and restored. The term of this lease shall be extended for a period equal to any period during which there has been a complete abatement of rent. If the demised premises should be damaged or destroyed by fire or other cause to such an extent that the demised premises are rendered unusable and cannot reasonably be repaired as determined by the opinion of a qualified licensed architect or registered engineer mutually appointed by Lessor and Lessee, then Lessee, shall have the right and option either: (a) to terminate cancel this Lease (lease by so advising Tenant, in writing) giving the Lessor notice of such election within thirty (30) days after said the occurrence of such damage or destruction or casualty effective as of and this lease shall terminate not later than thirty (30) days after the date upon which Tenant receives timely written such notice thereof; or (b) to restore and rebuild is given, with the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the specific date of termination to be at the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordLessee’s option.

Damage or Destruction. If either or both a "material" part (as hereinafter defined) of the any Property and the Premises is damaged or destroyed by fire or other insured casualty, Landlord Sellers shall promptly notify Purchaser of such fact and, except as hereinafter provided, Purchaser shall have the option either: to have the Property removed from Exhibit A (aand the sale shall occur without such Property) upon notice to terminate this Lease Sellers given not later than ten (by so advising Tenant, in writing) within thirty (3010) days after said destruction receipt of Sellers' notice. If this Agreement is so terminated with respect to such Property or casualty effective as the applicable JV Interest, the provisions of the date upon which Tenant receives timely written notice thereof; or (bSection 14(d) to restore and rebuild the Property and/or the Premises with reasonable dispatchshall apply. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair If there is damage to or destruction of the Premises an "immaterial" part ("immaterial" is herein deemed to be any damage or destruction which is not "material," as such term is hereinafter defined) of any Property, Purchaser shall close title on such Property or JV Interest as provided in this Agreement and, at the Closing, the Seller of such Property shall, unless such Seller has repaired such damage or destruction prior to the Closing, (i) cause the net proceeds (if any) of any insurance less the amount of all costs incurred in connection with the repair of such damage or destruction to be paid to Purchaser (or, in the case of a Joint Venture Property, assign to Purchaser all of Seller's right, title and interest in and to such insurance proceeds), (ii) assign and transfer to Purchaser all right, title and interest (or, in the case of a Joint Venture Property all of Seller's right, title and interest) in and to any uncollected insurance proceeds (if any) by reason of such which such Seller may bebe entitled to receive from such damage or destruction, exceeds fifty and (iii) grant Purchaser a credit against the Purchase Price allocated to such Property or JV Interest in the amount of any deductible under the insurance policy for the applicable Property and/or any amount of insurance not in place that would have been assigned to Purchaser under this Section 14 had Sellers complied with Section 11(j) hereof (or, in the case of a Joint Venture Property, 1/2 of such amount). A "material" part of the Property shall mean (i) that ten percent (5010%) of the replacement apartment units at the Property have been destroyed or suffered material casualty damage; or (ii) the cost to repair or replace such damaged or destroyed apartment units will exceed ten percent (10%) of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right Purchase Price allocated to terminate this Lease. If Landlord elects to repair and restore the such Property (or Premises5% of a JV Interest), as reasonably as estimated by Sellers; or (iii) the case may be)Mortgagee of such Property shall require that insurance proceeds for such damage or destruction be used to pay down the mortgage debt, Tenant shall not be entitled unless the Seller of such Property or JV Interest agrees to (and Landlord shall have no obligation grant Purchaser a credit against the Purchase Price allocated to pay) any damages such Property or compensation, JV Interest in the amount of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordinsurance proceeds.

Damage or Destruction. If either 25. In the event the Demised Premises shall be destroyed or both of the Property and the Premises is so damaged or injured by fire or other insured casualty, during the Term of this Lease, whereby the same shall be rendered untenantable, then the Landlord shall have the right, but not the obligation, to render such Demised Premises tenantable by repairs within 180 days therefrom. Landlord agrees that, within 60 days following damage or destruction, it shall notify Tenant with respect of whether or not the Landlord intends to restore the Premises. If such Premises are not rendered tenantable within the aforesaid 180 days it shall be optional with either party hereto to cancel this Lease, and in the event of such cancellation the rent shall be paid only to the date of which the term is terminated. The cancellation herein mentioned shall be evidenced in writing. During any time that the Demised Premises are untenantable due to causes set forth in this paragraph, the rent, or a just and fair proportion thereof shall be abated. Notwithstanding the foregoing, should damage, destruction or injury occur by reason of Tenant's negligence, Landlord shall have the option either: (a) right, but not the obligation, to terminate this Lease (by so advising Tenant, in writing) render the Demised Premises tenantable within thirty (30) 360 days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; of damage, destruction or (b) to restore injury and rebuild the Property and/or the Premises with reasonable dispatchno abatement of rent shall occur. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair should damage to or destruction occur during the last twelve months of the Premises Lease Term either Landlord or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Tenant shall Tenant have the right option to terminate this Lease. If Landlord elects , effective on the date of damage or destruction, provided notice to repair and restore terminate is given within 30 days of the Property (date of such damage or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconductdestruction. Notwithstanding the foregoing, if a casualty renders all should the damage or part destruction occur by reason of Tenant's negligence, Tenant shall not have such option to terminate. Notwithstanding the Premises untenantableforegoing, Rent there shall proportionately xxxxx commencing on not be any partial or full abatement of rent due to the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible aforementioned damage or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlorddestruction.

Damage or Destruction. If either or both of the Property and the Premises is or any Common Areas providing access thereto shall be damaged by fire or other insured casualty, Landlord shall have restore the option eithersame subject to the terms and conditions set forth in this Paragraph 23. Such restoration shall be to substantially the condition prior to the casualty, except for modifications required by zoning and building codes and other laws or by any mortgagee, any other modifications to the Common Areas deemed desirable by Landlord (provided access to the Premises is not materially impaired), and except that Landlord shall not be required to repair or replace any of Tenant's furniture, furnishings, fixtures or equipment, or any alterations or improvements in excess of Tenant's improvements installed at a cost of up to $30 per usable square 17 foot. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to Tenant's business resulting in any way from such damage or the repair thereof. However, as Tenaxx'x xole compensation for such damage or destruction Landlord shall allow Tenant a proportionate abatement of rent, during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease and not occupied by Tenant as a result thereof (unless Tenant or its employees or agents caused the damage). Notwithstanding the foregoing to the contrary, Landlord may elect to terminate this Lease by notifying Tenant in writing of such termination within sixty (60) days after the date of damage (such termination notice to include a termination date providing at least ninety (90) days for Tenant to vacate the Premises), if the Property shall be damaged by fire or other casualty or cause such that: (a) repairs to the Premises and Building and access thereto cannot reasonably be substantially completed within three hundred (300) days after the date of casualty without the payment of overtime or other premiums; (b) more than twenty-five percent (25%) of the Premises is substantially destroyed by the damage and fewer than twenty-four (24) months remain in the Term, subject to Tenant's right to avoid or limit such termination as set forth below; (c) the cost of the repairs, alterations, restoration or improvement work would exceed twenty-five percent (25%) of the replacement value of the Building and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; (d) the aggregate proceeds available from insurance fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; or (e) as a result of the lawful application of insurance proceeds by any mortgagee to retire the mortgage debt, the insurance proceeds available for restoration fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty. If Landlord elects to terminate this Lease under the circumstances described in Clause (b) of the preceding sentence, provided that the damage to the Property was not caused by so advising Tenantthe willful misconduct or reckless disregard for life or property of Tenaxx, in writing) Xxnant may, by written notice to Landlord, given within thirty (30) days after said destruction or casualty effective as receipt of Landlord's termination notice, avoid such termination by exercising a then available option to extend the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate term of this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use terms and conditions set forth in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordAddendum "3".

Damage or Destruction. If either the Leased Premises are damaged in whole or both of the Property and the Premises is damaged in part by fire or other insured casualty, Landlord shall promptly repair and replace the same at Landlord’s sole cost and expense (and not subject to reimbursement by Xxxxxx) to as near the condition as existed prior to the property loss as practicable. While such restoration is in progress, Tenant shall be entitled to a fair and appropriate abatement of the rental to be paid, said abatement to be based on the amount and value of the Leased Premises that remains useable by Tenant for the Permitted Use during the restoration period. Notwithstanding the foregoing, in the event the damage cannot reasonably be repaired by Landlord within 120 days after the occurrence of such casualty, then either Landlord or Tenant shall have the option either: (a) right to terminate this Lease (by so advising Tenant, in writing) delivering written notice of termination to the other party within thirty (30) days after said destruction or the casualty effective occurs (or, in the case of a notice by Xxxxxx, within thirty (30) days after Landlord informs Tenant in writing of the projected time for the repairs), whereupon this Lease shall end on the date of such damage as if the date of such damage were the date originally fixed in this Lease for the expiration of the Term, the obligation of Tenant to pay Base Rent and other charges hereunder shall end as of the date upon which of such damage and any charges prepaid by Tenant receives timely written notice thereof; or shall be adjusted between the parties. Tenant waives (bfor itself and all persons claiming under Tenant) the provisions of Civil Code Sections 1932(2) and 1933(4) with respect to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Leased Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either The damage of, or both destruction or injury to the leased premises or the building of which the Property and the Premises is damaged leased premises comprise a part, by fire or the elements or other insured casualtycasualty which will render the premises unquestionable untenantable for more than ninety (90) days, shall cause a termination of this lease. Provided, however, that such damage, destruction or injury which will render the leased premises unquestionably untenantable for more than 20% of the unexpired term shall also, at the sole option of the Landlord, produce and work a termination of this lease. Provided, further, that if such damage, destruction, or injury to the premises shall be due to the act or negligence of Tenant, its officers, agents or employees, the Landlord alone shall have the option either: (a) to terminate produce and work a termination of this Lease (by so advising Tenantlease or to restore the premises to substantially the same condition in which they existed prior to such destruction, in writing) within damage or injury. Within thirty (30) days from the date of such damage, Landlord shall notify Tenant, in writing, of Landlord's reasonable estimation of the length of time within which material restoration can be made, and Landlord's determination shall be binding to Tenant. For purposes of this Lease, the Building or Premises shall be deemed "materially restored" if they are in such condition as would not prevent or materially interfere with Tenant's use of the Premises for the purpose for which it was being used immediately before such damage. If such repairs cannot be made within ninety (90) days, Landlord and Tenant shall each have the option of giving the other, at anytime within sixty (60) days after said destruction or casualty effective such damage, notice terminating this Lease as of the date upon of such damage. If Landlord and Tenant cannot agree as to the number of days the building or leased premises are unquestionably untenantable, the fact shall be determined by arbitration; the Landlord and Tenant shall mutually choose an arbitrator within five (5) days after either has notified the other in writing of such damage. If it is determined by arbitration, or by agreement between the Landlord and Tenant, that said premises are not unquestionable untenantable for ninety (90) days or 20% of the unexpired term, whichever is applicable, then Landlord shall restore said premises to substantially the same condition in which Tenant receives timely written notice thereof; or (b) they existed prior to restore such damage, at Landlord's own expense, with all reasonable speed and rebuild promptness, and in such case a just and proportionate part of said rental shall be abated until said premises have been restored, provided, however, that in the Property and/or event the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction said premises has not resulted in a termination of this lease under the Premises or Propertyabove provisions and such damage is caused by the act of Tenant, as aforesaid, during such period of restoration or rebuilding there shall be no rent abatement hereunder. In determining what constitutes reasonable speed and promptness, consideration shall be given to delays caused by strikes, adjustment of insurance, and other causes beyond the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may beLandlord's control. In no eventevent shall the Landlord be required to restore any alterations, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (additions or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken improvements made by or on behalf of Landlord under for the Tenant and not required by this Section 19 unless such direct damages result from lease to be furnished by Landlord’s gross negligence , nor any trade fixtures, furniture, equipment or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered other property belonging to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either In the event that the whole or both a substantial part of the Property and Building or the Premises is damaged or destroyed by fire or other insured casualty, then, within forty-five (45) days after the date that Landlord receives notice of such fire or other casualty, Landlord shall have provide written notice to Tenant as to whether Landlord intends to repair or rebuild and the option either: estimated time period for the completion thereof. In the event that Landlord’s notice provides that the repairs to the Premises shall require more than one hundred eighty (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30180) days after said destruction or casualty effective as of the date upon which to complete, then Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this LeaseLease by providing written notice thereof to Landlord within thirty days (30) after receipt of Landlord’s notice. If In the event that Landlord elects to repair or rebuild (and restore Tenant does not have the Property right to, or has elected not to, terminate this Lease in accordance with the foregoing sentence), Landlord shall thereupon cause the damage (or excepting, however, Tenant’s furniture, fixtures, equipment and other personal property in, and all alterations and improvements performed by Tenant to, the Premises, as which shall be Tenant’s responsibility to restore) to be repaired with reasonable speed, subject to delays, which may arise by reason of adjustment of loss under insurance policies and for delays beyond the case may be), Tenant reasonable control of Landlord. In the event the damage shall not be entitled to (and so extensive that Landlord shall have no obligation decide not to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by rebuild, or on behalf if any mortgagee, having the right to do so, shall direct that the insurance proceeds are to be applied to reduce the mortgage debt rather than to the repair of Landlord under such damage, this Section 19 unless such direct damages result from Lease shall, at the option of Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part be terminated effective as of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of casualty. To the casualty extent and ending when for the time that the Premises are delivered to Tenant. The extent rendered untenantable on account of fire or other casualty, the abatement Base Rent and Additional Expenses shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordproportionately xxxxx.

Damage or Destruction. 19.1 If either or both of the Property and the Premises is or any Building should be damaged or destroyed by fire or other casualty, Tenant shall give immediate written notice to Landlord. If the Premises or any Common Areas of a Building or the Project serving or providing access to the Premises shall be damaged by fire or other insured casualty, Landlord will, within sixty (60) days following the date of the damage, deliver to Tenant an estimate of the time necessary to repair the damage in question such that the Premises may be used by and accessible to Tenant and the applicable Building and Common Areas operable as before; such notice will be based upon the review and opinions of Landlord's architect and contractor ("Landlord's Repair Notice"). Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control, and subject to all other terms of this Article 19, restore the base, shell, and core (i.e., the Building structure and Building Systems) of the Premises and the applicable Building and such Common Areas. Such restoration shall be to substantially the same condition of the base, shell, and core of the Premises and Common Areas prior to the casualty, except for modifications required by zoning and building codes and other laws or by the holder of a mortgage on the Project, or the lessor of a ground or underlying lease with respect to the Project and/or the Buildings, or any other modifications to the Common Areas reasonably deemed desirable by Landlord, provided access to the Premises and any common restrooms serving the Premises shall not be materially impaired and Tenant's use of the Premises is not substantially altered as a consequence. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to Tenant's business resulting in any way from such damage or the repair thereof; provided however, that if such fire or other casualty shall have damaged the option either: (a) Premises or Common Areas necessary to terminate Tenant's occupancy, and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's employees, contractors, licensees, or invitees, Landlord shall allow Tenant a proportionate abatement of Base Rent and Tenant's Share of Operating Expenses and Tenant's Share of Taxes during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease (Lease, and not occupied by so advising TenantTenant as a result thereof. In addition, in writing) within thirty (30) days after said destruction the event of a period of partial or casualty effective total rent abatement under the terms of this Section 19.1, Tenant's period of rent abatement shall include a reasonable period following the completion of such repairs for the re-installation of Tenant's furniture, fixtures and equipment in the Premises. In the event that Landlord shall not deliver the Landlord Repair Notice, Tenant's right to rent abatement pursuant to the preceding sentences shall terminate as of the date upon which is reasonably determined by Landlord to be the date Tenant receives timely written notice thereof; or (b) should have completed repairs to restore and rebuild the Property and/or the Premises with assuming Tenant used reasonable dispatch. Notwithstanding the foregoingdue diligence in connection therewith, subject to delays caused by Force Majeure events, Landlord may only terminate this Lease under this Section 19 Delay (defined in the Work Letter) and/or other factors beyond Tenant's reasonable control. However, that if the cost to repair damage to or destruction any portion of the Premises or Propertyis damaged such that the remaining portion thereof within the same Building is not sufficient to allow Tenant to conduct is business operations from such remaining portion and Tenant does not conduct its business operations therefrom, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation allow Tenant a total abatement of Rent within the report to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or in such Building during the time and to the extent such portion of the Premises is unfit for use in a reasonable business manner occupancy for the purposes stated permitted under this Lease and not occupied by Tenant as a result of the subject damage. If any such abatement right described herein occurs during any Abatement Period, then any Abatement Period which previously governed such portion of the Premises shall be suspended until the completion of the abatement described in this Lease as reasonably determined by LandlordSection 19.1, whereafter such abatement shall once again be commenced.

Damage or Destruction. If either or both of the Property and the Premises is or any Common Areas providing access thereto shall be damaged by fire or other insured casualty, Landlord shall have restore the option eithersame subject to the terms and conditions set forth in this Paragraph 23. Such restoration shall be to substantially the condition prior to the casualty, except for modifications required by zoning and building codes and other laws or by any mortgagee, any other modifications to the Common Areas deemed desirable by Landlord (provided access to the Premises is not materially impaired), and except that Landlord shall not be required to repair or replace any of Tenant's furniture, furnishings, fixtures or equipment, or any alterations or improvements in excess of Tenant's improvements installed at a cost of up to $30 per usable square foot. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to Tenant's business resulting in any way from such damage or the repair thereof. However, as Tenant's sole compensation for such damage or destruction Landlord shall allow Tenant a proportionate abatement 19 of rent, during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this lease and not occupied by Tenant as a result thereof (unless Tenant or its employees or agents caused the damage). Notwithstanding the foregoing to the contrary, Landlord may elect to terminate this Lease by notifying Tenant in writing of such termination within sixty (60) days after the date of damage (such termination notice to include a termination date providing at least ninety (90) days for Tenant to vacate the Premises), if the Property shall be damaged by fire or other casualty or cause such that: (a) repairs to the Premises and Building and access thereto cannot reasonably be substantially completed within three hundred (300) days after the date of casualty without the payment of overtime or other premiums; (b) more than twenty-five percent (25%) of the Premises is substantially destroyed by the damage and fewer than twenty-four (24) months remain in the Term, subject to Tenant's right to avoid or limit such termination as set forth below; (c) the cost of the repairs, alterations, restoration or improvement work would exceed twenty-five percent (25%) of the replacement value of the Building and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; (d) the aggregate proceeds available from insurance fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; or (e) as a result of the lawful application of insurance proceeds by any mortgagee to retire the mortgage debt, the insurance proceeds available for restoration fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty. If Landlord elects to terminate this Lease lease under the circumstances described in Clause (b) of the preceding sentence, provided that the damage to the Property was not caused by so advising Tenantthe willful misconduct or reckless disregard for life or property of Tenaxx, in writing) Xxnant may, by written notice to Landlord, given within thirty (30) days after said destruction or casualty effective as receipt of Landlord's termination notice, avoid such termination by exercising a then available option to extend the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate term of this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use terms and conditions set forth in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordAddendum "3".

Damage or Destruction. If either or both prior to full payment of the Property and Bonds, the Premises Project is destroyed (in whole or in part) or is damaged by fire or other insured casualty, Landlord the Company shall have be obligated to continue to pay Rentals, to perform its other obligations and covenants hereunder and to repair, rebuild or restore the option either: property damaged or destroyed to substantially the same condition as existed prior to the event causing such damage or destruction, with such changes, alterations and modifications (aincluding the substitution and addition of other property) to terminate this Lease (as may be desired by so advising Tenantthe Company and as will not, in writing) within thirty (30) days after said destruction or casualty effective as the opinion of Bond Counsel, impair the character of the date upon which Tenant receives timely written notice thereof; Project as a “project” under the Act or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease as qualifying facilities under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%144(a)(12)(C) of the replacement cost Code. The Company may apply for such purpose so much as may be necessary of any Net Proceeds of insurance resulting from claims for such losses. In the event said Net Proceeds are not sufficient to pay in full the costs of such repair; rebuilding or restoration, the Company will nonetheless complete the work thereof and will pay that portion of the Premises or Propertycosts thereof in excess of the amount of said Net Proceeds. The Company shall not, as by reason of the case may be. In no eventpayment of such excess costs, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages reimbursement from the IDB or compensationany abatement or diminution of the Rentals payable hereunder. Any balance of Net Proceeds remaining after payment of all the costs of such repair, of any nature, for any purported inconvenience, loss of business or annoyance from any repair rebuilding or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconductshall be paid to the Company. Notwithstanding the foregoing, if a casualty renders all the Company shall determine that such repair, restoration or part of rebuilding is not, in whole or in part, economically viable, then the Premises untenantableCompany may exercise its option to redeem Bonds in accordance with their terms, Rent shall proportionately xxxxx commencing on in which case the date of the casualty and ending when the Premises are delivered Net Proceeds (or such portion thereof as is allocable to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantableProject not being repaired, inaccessible restored or unfit for use rebuilt) shall be applied to such redemption. The IDB shall cooperate fully with the Company in a reasonable business manner for the purposes stated handling of any prospective or pending insurance claim with respect to the Project or any part thereof. In no event will the IDB voluntarily settle, or consent to the settlement of, any prospective or pending insurance claim with respect to the Project or any part thereof without the written consent of the Company, in this Lease as reasonably determined by Landlordits sole discretion.

Damage or Destruction. (a) If either or both of the Property and the Leased Premises is are damaged by fire or other insured casualty, but no portion thereof is thereby rendered untenantable for the purpose or use for which Tenaxx xxx leased the Leased Premises in Landlord's reasonable opinion, upon being so notified by Tenant by certified or registered mail, return receipt requested, the Landlord shall have [except as provided in paragraph (ii) of Section 10(a)], at its expense, cause such damage to be repaired and the option either: rent shall not be abated. If by reason of fire or other casualty, the Leased Premises are rendered untenantable in part for the purpose or use for which Tenant has leased the Leased Premises in Landlord's reasonable opinion, the Landlord shall [except as provided in paragraph (aii) of Section 10(a)], at its expense, subject to terminate availability of insurance proceeds, cause such damage to be repaired, and the Monthly Rent shall be adjusted on a pro-rata basis for the period of such repair and restoration for that portion of the Leased Premises rendered untenantable. If the leased Premises are damaged by fire or other casualty so as to render same untenantable for the purpose or use for which Tenant has leased same in Landlord's reasonable opinion, the Landlord shall [except as provided in paragraph (ii) of Section 10(a)], at its expense, subject to availability of insurance proceeds, cause such damage to be repaired, and the Monthly Rent shall be abated in full for the period of such repair and restoration, provided, however, that if, within 60 days after the fire or other casualty, the Landlord gives the Tenant written notice that it has elected not to cause the Leased Premises to be repaired and restored, then this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective shall terminate as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises fire or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordother casualty.

Damage or Destruction. If either the Premises or both the Building are totally destroyed by any cause during this Lease, this Lease shall thereupon terminate and neither party hereto shall have any further rights or be under any further obligations on account of this Lease, except Tenant for rent accrued and Landlord to refund to Tenant the Security Deposit and any unearned rents paid in advance by Tenant. For the purposes hereof, damage or injury to the extent of thirty percent (30%) of the Property and the Premises is damaged by fire or other insured casualty, Landlord shall have the option either: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as value of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction structural portion of the Premises or Property, as the Building shall constitute a total destruction thereof. In case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate are partially destroyed by any cause for which Landlord was required (by this Lease. If ) to maintain casualty insurance, Landlord elects to with reasonable promptness and dispatch shall repair and restore rebuild the Property same, provided the same can be repaired and rebuilt in a manner which is (in Landlord’s reasonable judgment) economically feasible, and in accordance with applicable building and/or zoning laws, and provided further that Landlord actually receives sufficient insurance benefits (or Premises, as the case may be), Tenant shall not be entitled a definite and legally-enforceable promise to (and Landlord shall have no obligation to paypromptly provide such benefits) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence casualty insurer to adequately fund any such repairs or willful misconductrebuilding. Notwithstanding If Tenant is unable to continue to operate its business during the foregoingrepair period, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement there shall be based upon the no Rent due. If Tenant is able to occupy a portion of the Premises rendered untenantableduring the repair period, inaccessible the Rent shall be reduced proportionately based on the square footage of the unoccupied area as compared to the total area of the enclosed portion of the Premises. In the event of a partial destruction, Tenant agrees to cooperate with Landlord in connection with any such repairs or unfit for use in a reasonable business manner for rebuilding, including but not limited to the purposes stated in this Lease as reasonably determined by Landlordapproval and/or execution of plans and specifications required.

Damage or Destruction. If either or both of a) If, during the Property and the Premises is damaged by Term, a fire or other insured casualty shall render the whole or any portion of the Leased Premises untenantable, in Tenant's reasonable judgment, and if, in Tenant's reasonable judgment, the Leased Premises can reasonably be expected to be restored to substantially the same condition existing immediately prior to such casualty within one hundred eighty (180) days from the date of such casualty, Landlord shall have repair and restore the option either: Leased Premises to substantially the same condition existing immediately prior to such casualty within such one hundred eighty (a180) day period (subject to terminate any delays caused by a "Force Majeure Event" [as hereinafter defined]). In the event that Landlord timely completes such repair and/or restoration, this Lease (by so advising Tenantshall remain in full force and effect. During the period during which such repair and/or restoration is being performed, rent otherwise payable hereunder shall abate in writing) within thirty (30) days after said destruction or casualty effective as the proportion that the area of the date upon which Tenant receives timely written notice thereof; or (b) Leased Premises rexxxxxd untenantable bears to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction entire area of the Leased Premises until the Leased Premises is completely restored, repaired, or Propertyreplaced to the satisfaction of Tenant; provided, as the case may behowever, exceeds fifty percent (50%) that no rent shall be payable for any portion of the Leased Premises unless Tenant is able to conduct its usual business on that portion of the Leased Premises that remains tenantable. In the event that Landlord shall undertake to perform such repair and restoration of the Leased Premises, Tenant shall, prior to Landlord commencing such repair and restoration, provide Landlord with (i) all insurance proceeds and (ii) the amount of the difference between the insurance proceeds and the full replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Leased Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either all or both a part of the Premises or the Real Property and the Premises is are damaged by fire or other insured casualty, and the damage can, in Landlord's reasonable opinion, be repaired within sixty (60) days of the damage, then Landlord shall have repair the damage and this Lease shall remain in full force and effect. If the repairs cannot, in Landlord's opinion, be made within the sixty (60) day period, Landlord at its option either: exercised by written notice to Tenant within the sixty (60) day period, shall either (a) to repair the damage, in which event this Lease shall continue in full force and effect, or (b) terminate this Lease (as of the date specified by so advising TenantLandlord in the notice, in writing) within which date shall be not less than thirty (30) days nor more than sixty (60) days after said destruction or casualty effective as of the date upon which Tenant receives timely written such notice thereof; or (b) to restore is given, and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if shall terminate on the cost to repair damage to date specified in the notice. If fire or destruction of other casualty damages the Premises or Property, as the case may be, exceeds fifty percent (50%) Common Areas of the replacement cost Real Property necessary for Tenant's use and occupancy of the Premises, and the damage does not result from the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, then during the period the Premises or Propertyany part thereof are rendered unusable by such damage and repair, as Tenant's Monthly Rent and Additional Rent under Sections 5, 7 and 17 hereof shall be proportionately reduced based upon the case may beextent to which the damage and repair prevents Tenant from conducting its business at the Premises. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled obligated to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf replace any of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoingTenant's movable furniture, if a casualty renders all or part of equipment, trade fixtures, and other personal property, nor any Alterations installed in the Premises untenantableby Tenant, Rent shall proportionately xxxxx commencing on the date and Tenant shall, at Tenant's sole cost and expense, repair and replace such items. All such repair and replacement of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement Alterations shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use constructed in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordaccordance with Section 9 hereof regarding Alterations.

Damage or Destruction. If either or both of the Property and the Premises is damaged or destroyed by fire or other insured casualty, Landlord shall, at its option, repair the Premises as nearly as practicable to the same condition as prior to such damage or destruction, with the exception of Tenant’s personal property and improvements as listed in Exhibit D, the restoration of which shall be the Tenant's sole obligation and expense. The Landlord and Tenant’s obligation to repair provided in this Section shall be subject to the terminate rights provided below. Total destruction of the Premises shall automatically terminate this Lease. If in the Landlord's reasonable estimation, the Premises is not totally destroyed but cannot be repaired within sixty (60) days of the date of damage or destruction of same, Landlord shall give written notice to Tenant estimating the length of time necessary to complete such repairs, and Tenant shall have the option either: seven (a7) business days thereafter to elect to terminate this Lease by written notice to Landlord. If Tenant does not elect to terminate within seven (by so advising Tenant7) business days, Tenant shall be deemed to have irrevocably waived its rights of termination under this Section. If the Premises is destroyed or damaged to such an extent that Landlord deems it is not economically practical to repair the same, in writing) within thirty (30) days after said destruction or casualty Landlord's sole discretion, then Landlord shall give Tenant notice to that effect and terminate this Lease effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises damage or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may bedestruction. In no event, however, shall If Tenant does not have the right to terminate, or has the right but does not elect to terminate pursuant to this Lease. If Section, and if Landlord elects to repair such damage, repairs shall commence as soon as possible after the occurrence of such damage and restore the Property (or Premisesafter Tenant has irrevocably waived its rights of termination under this Section, as the case may be), Tenant if any such rights apply. Landlord shall not in any event be entitled to (and Landlord liable for lost profits or other consequential damages of Tenant resulting from any casualty damage; however rent shall have no obligation to pay) be pro-rated for any damages damage or compensation, repairs which disrupt the Tenant's normal business hours in excess of 20% of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable scheduled business manner for the purposes stated in this Lease as reasonably determined by Landlordhours within any business week.

Damage or Destruction. If either or both of the Property and the Premises is or any Common Areas providing access thereto shall be damaged by fire or other insured casualty, Landlord shall have restore the option eithersame subject to the terms and conditions set forth in this Paragraph 23 . Such restoration shall be to substantially the condition prior to the casualty, except for modifications required by zoning and building codes and other laws or by any mortgagee, any other modifications to the Common Areas deemed desirable by Landlord (provided access to the Premises is not materially impaired), and except that Landlord shall not be required to repair or replace any of Tenant's furniture, furnishings, fixtures or equipment, or any alterations or improvements in excess of Tenant's improvements installed at a cost of up to $30 per usable square foot. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to Tenant's business resulting in any way from such damage or the repair thereof. However, as Tenaxx'x xole compensation for such damage or destruction Landlord shall allow Tenant a proportionate abatement of rent, during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease and not occupied by Tenant as a result thereof (unless Tenant or its employees or agents caused the damage). Notwithstanding the foregoing to the contrary, Landlord may elect to terminate this Lease by notifying Tenant in writing of such termination within 19 sixty (60) days after the date of damage (such termination notice to include a termination date providing at least ninety (90) days for Tenant to vacate the Premises) , if the Property shall be damaged by fire or other casualty or cause such that: (a) repairs to the Premises and Building and access thereto cannot reasonably be substantially completed within three hundred (300) days after the date of casualty without the payment of overtime or other premiums; (b) more than twenty-five percent (25%) of the Premises is substantially destroyed by the damage and fewer than twenty-four (24) months remain in the Term, subject to Tenant's right to avoid or limit such termination as set forth below; (c) the cost of the repairs, alterations, restoration or improvement work would exceed twenty-five percent (25%) of the replacement value of the Building and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; (d) the aggregate proceeds available from insurance fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty; or (e) as a result of the lawful application of insurance proceeds by any mortgagee to retire the mortgage debt, the insurance proceeds available for restoration fall short of the reasonable cost of the restoration required under this Paragraph 23 by an amount greater than $100,000 and Landlord determines in good faith not to repair or rebuild the Building in substantially the same configuration as before the casualty. If Landlord elects to terminate this Lease under the circumstances described in Clause (b) of the preceding sentence, provided that the damage to the Property was not caused by so advising Tenantthe willful misconduct or reckless disregard for life or property of Tenaxx, in writing) Xxnant may, by written notice to Landlord, given within thirty (30) days after said destruction or casualty effective as receipt of Landlord's termination notice, avoid such termination by exercising a then available option to extend the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate term of this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use terms and conditions set forth in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordAddendum "3".

Damage or Destruction. 19.1 If either the Premises or both the Building should be damaged or destroyed by fire or other casualty, Tenant shall give immediate written notice to Landlord. If the Premises or any Common Areas of the Property and Building or the Project serving or providing access to the Premises is shall be damaged by fire or other insured casualty, Landlord will, within sixty (60) days following the date of the damage, deliver to Tenant an estimate of the time necessary to repair the damage in question such that the Premises may be used by and accessible to Tenant and the Building and Common Areas operable as before; such notice will be based upon the review and opinions of Landxxxx'x xrchitect and contractor (“Landlord's Repair Notice”). Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control, and subject to all other terms of this Article 19, restore the base, shell, and core (i.e., the Building structure and Building Systems) of the Premises and the Building and such Common Areas. Such restoration shall be to substantially the same condition of the base, shell, and core of the Premises and Common Areas prior to the casualty, except for modifications required by zoning and building codes and other laws or by the holder of a mortgage on the Project, or the lessor of a ground or underlying lease with respect to the Project and/or the Building, or any other modifications to the Common Areas reasonably deemed desirable by Landlord, provided access to the Premises and any common restrooms serving the Premises shall not be materially impaired and Tenaxx'x xse of the Premises is not substantially altered as a consequence. Landlord shall not be liable for any inconvenience or annoyance to 3489-000151321/1351 Harbor Bay Pkwy -38- Tenant or its visitors, or injury to Tenant's business resulting in any way from such damage or the repair thereof; provided however, that if such fire or other casualty shall have damaged the option either: (a) Premises or Common Areas necessary to terminate Tenant's occupancy, and if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's employees, contractors, licensees, or invitees, Landlord shall allow Tenant a proportionate abatement of Base Rent and Tenant's Share of Operating Expenses and Tenaxx'x Xhare of Taxes during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease (Lease, and not occupied by so advising TenantTenaxx xx a result thereof. In addition, in writing) within thirty (30) days after said destruction the event of a period of partial or casualty effective total rent abatement under the terms of this Section 19.1, Tenant's period of rent abatement shall include a reasonable period following the completion of such repairs for the re-installation of Tenant's furniture, fixtures and equipment in the Premises. In the event that Landlord shall not deliver the Landlord Repair Notice, Tenaxx'x xight to rent abatement pursuant to the preceding sentences shall terminate as of the date upon which is reasonably determined by Landlord to be the date Tenant receives timely written notice thereof; or (b) should have completed repairs to restore and rebuild the Property and/or the Premises with assuming Tenant used reasonable dispatch. Notwithstanding the foregoingdue diligence in connection therewith, subject to delays caused by Force Majeure events, Landlord may only terminate this Lease under this Section 19 Delay (defined in the Work Letter) and/or other factors beyond Tenant's reasonable control. However, that if the cost to repair damage to or destruction any portion of the Premises or Propertyis damaged such that the remaining portion thereof is not sufficient to allow Tenant to conduct is business operations from such remaining portion and Tenant does not conduct its business operations therefrom, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation allow Tenant a total abatement of Rent within the report to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or during the time and to the extent such portion of the Premises is unfit for use in a reasonable business manner occupancy for the purposes stated permitted under this Lease and not occupied by Tenant as a result of the subject damage. If any such abatement right described herein occurs during any Abatement Period, then any Abatement Period which previously governed such portion of the Premises shall be suspended until the completion of the abatement described in this Lease as reasonably determined by LandlordSection 19.1, whereafter such abatement shall once again be commenced.

Damage or Destruction. If either or both of Except as provided in Article 9, if the Property and the Premises Project is damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by and at the expense of the Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s reasonable opinion, be made within ninety (90) days after the occurrence of such damage without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). If the damage is due to the fault or neglect of Tenant or its employees, agents or visitors, there shall be no abatement of rent. If repairs cannot, in Landlord’s reasonable opinion, be made within ninety (90) days after the occurrence of the damage, Landlord shall have the option either: (a) to terminate may, at its option, make them within a reasonable time and in such event this Lease (shall continue in effect and the rent shall be abated in the manner provided in this Article 16. Landlord’s election to make such repairs must be evidenced by so advising Tenant, in writing) written notice to Tenant within thirty (30) days after said destruction or casualty effective the learning of the occurrence of the damage. If Landlord does not so elect within such thirty (30) day period to make such repairs which cannot be made within ninety (90) days, then either party may, by written notice to the other, cancel this Lease as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild of the Property and/or the Premises with reasonable dispatchoccurrence of such damage. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or A total destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Project shall Tenant have the right to automatically terminate this Lease. If Except as provided in this Article, there shall be no abatement of rent and no liability of Landlord elects by reason of any injury to repair or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and restore the Property (equipment therein. Tenant understands that Landlord will not carry insurance of any kind for Tenant’s furniture, furnishings, fixtures or Premisesequipment, as the case may be), Tenant and that Landlord shall not be entitled obligated to (and repair any damage thereto or replace the same. With respect to any damage which Landlord shall have no obligation is obligated to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932(2) and 1933(4) of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. If either In the event that the Property should be damaged or both destroyed by fire, tornado or other casualty then Landlord shall within forty-five (45) days after the date of such damage, commence to rebuild or repair the Property and shall proceed with reasonable diligence to restore the Premises is damaged by fire or other insured Property to substantially the same condition in which it was immediately prior to the happening of the casualty, except that Landlord shall have the option either: (a) not be required to terminate this Lease (by so advising Tenantrebuild, in writing) within thirty (30) days after said destruction repair or casualty effective as replace any part of the date upon furniture, equipment, fixtures and other improvements which may have been placed by Tenant receives timely written notice thereof; or (b) others within the Property, and in any event Landlord's obligation to restore and rebuild repair shall be limited to the extent proceeds of insurance are available for such purpose. Landlord shall, unless such damage is the result of any negligence or willful misconduct of Tenant or Tenant's employees or invitees, allow Tenant a fair diminution of rent during the time that the Property and/or the Premises with reasonable dispatchis unfit for occupancy. Notwithstanding any of the foregoing, Landlord may only terminate this Lease in the event any mortgagee, under this Section 19 if a deed of trust, security agreement or mortgage on the cost to repair damage to or destruction of the Premises or Property, as should require that the case may beinsurance proceeds be used to retire the mortgage debt, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages rebuild and this Lease shall terminate upon notice to Tenant. Any insurance which may be carried by Landlord or compensation, Tenant against loss or damage to the Property shall be for the sole benefit of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of the Landlord and under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconductits sole control. Notwithstanding the foregoingabove, if a casualty renders all in the event such damage or part destruction occurs in the last two years of the Premises untenantableInitial Term or Extended Term, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered either Landlord or Tenant may, at their option elect to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in terminate this Lease as reasonably determined by LandlordLease.

Damage or Destruction. If either or both of In the Property and event the Premises is are damaged by fire to such an extent as to render the same untenantable in whole or other insured casualtyin a substantial part thereof, or are destroyed, it shall be optional with the Landlord to repair or rebuild the same; and after the happening of any such contingency, the Tenant shall give Landlord or Landlord's agent immediate written notice thereof. Landlord shall have the option either: not more than ninety (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (3090) days after said destruction or casualty effective as date of such notification to notify the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost in writing of Landlord's intention to repair damage to or destruction of rebuild said Premises, or the Premises or Propertypart so damaged as aforesaid, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If and if Landlord elects to repair and restore the Property (or rebuild said Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages prosecute the work of such repairing or compensationrebuilding without unnecessary delay, and during such period the rent of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the said Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon abated in the same ratio that that portion of the Premises rendered untenantable, inaccessible or for the time being unfit for use occupancy shall bear to the whole of the leased Premises. If the Landlord shall fail to give the notice aforesaid, Tenant shall have the right to declare his Lease terminated by written notice upon the Landlord or Landlord's agent. In the event the building in a reasonable business manner for which the purposes stated Premises hereby leased are Landlord's Initials SE Tenant's Initials MS located shall be damaged (even though the Premises hereby shall not be damaged thereby) to such an extent that in the opinion of Landlord it shall not be practical to repair or rebuild, or is destroyed, then it shall be optional with Landlord to terminate this Lease as reasonably determined by Landlord.written notice served on Tenant within ninety (90) days after such damage or destruction. [illegible lines]

Damage or Destruction. If either all or both a part of the Premises or the Real Property and the Premises is are damaged by fire or other insured casualty, and the damage can, in Landlord's reasonable opinion, be repaired within sixty (60) days of the damage, then Landlord shall have repair the damage and this Lease shall remain in full force and effect. If the repairs cannot, in Landlord's opinion, be made within the sixty (60)-day period, Landlord at its option either: exercised by written notice to Tenant within the sixty (60)-day period, shall either (a) to repair the damage, in which event this Lease Shall continue in full force and effect, or (b) terminate this Lease (as of the date specified by so advising TenantLandlord in the notice, in writing) within which date shall be not less than thirty (30) days nor more than sixty (60) days after said destruction or casualty effective as of the date upon which Tenant receives timely written such notice thereof; or (b) to restore is given, and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if shall terminate on the cost to repair damage to date specified in the notice. If the fire or destruction of other casualty damages the Premises or Property, as the case may be, exceeds fifty percent (50%) common areas of the replacement cost Real Property necessary for Tenant's use and occupancy of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled ceases to (and Landlord shall have no obligation to pay) use any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises as a result of such damage, and the damage does not result from the negligence or willful Misconduct of Tenant or any other Tenant Parties, then during the period the Premises or portion thereof are rendered untenantableunusable by such damage and repair, inaccessible Tenant's Monthly Rent, Tenant's Electrical Charge and Additional Rent under Paragraphs 5 and 7 above shall be proportionately reduced based upon the extent to which the damage and repair prevents Tenant from conducting, and Tenant does not conduct, its business at the Premises. Landlord shall not be obligated to repair or unfit for use replace any of Tenant's movable furniture, equipment, trade fixtures, and other personal property, nor any Alterations installed in a reasonable business manner for the purposes stated Premises by Tenant, and no damage to any of the foregoing shall entitle Tenant to any abatement, and Tenant shall, at Tenant's sole cost and expense, repair and replace such items. All such repair and replacement of Alterations shall be constructed in this Lease as reasonably determined by Landlordaccordance with Paragraph 9 above regarding Alterations.

Damage or Destruction. If either or both of In the event that the Property and the Premises is damaged should be totally destroyed by fire fire, tornado or other insured casualtycasualty or in the event the Property should be so damaged that rebuilding or repairs cannot be completed within ninety (90) days after the date of such damage, either Landlord shall have or Tenant may, at its option, by written notice to the option either: (a) to terminate this Lease (by so advising Tenantother, in writing) within given not more than thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereofof such fire or other casualty, terminate this Lease; in such event, the rent shall be abated during the unexpired portion hereof effective with the date of such fire or (b) to restore and rebuild other casualty. In the event the Property and/or should be damaged by fire, tornado or other casualty covered by Landlord's insurance, but only to such extent that rebuilding or repairs can be completed within ninety (90) days after the Premises with reasonable dispatch. Notwithstanding the foregoingdate of such damage, Landlord may only terminate this Lease under this Section 19 or if the cost to repair damage to should be more serious, but neither Landlord or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right elects to terminate this Lease. If , then Landlord elects shall, within forty-five (45) days after the date of such damage, commence to rebuild or repair and restore the Property (or Premisesto substantially the same condition in which it was immediately prior to the happening of the casualty, as the case may be), Tenant except that Landlord shall not be entitled required to (rebuild, repair or replace any part of the furniture, equipment, fixtures and other improvements which may have been placed by Tenant or others within the Property, and in any event Landlord's obligation to repair shall be limited to the extent proceeds of insurance are available for such purpose. Landlord shall, unless such damage is the result of any negligence or willful misconduct of Tenant or Tenant's employees or invitees, allow Tenant a fair diminution of rent during the time that the Property is unfit for occupancy. Notwithstanding any of the foregoing, in 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 retire the mortgage debt, Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under rebuild and this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent Lease shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered terminate upon notice to Tenant. The extent of Any insurance which may be carried by Landlord or Tenant against loss or damage to the abatement Property shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordsole benefit of Landlord and under its sole control.

Damage or Destruction. (a) If either or both of the Property and the Leased Premises is are damaged by fire or other insured casualty, but no portion thereof is thereby rendered untenantable for the purpose or use for which Tenant has leased the Leased Premises in Landlord's reasonable opinion, upon being so notified by Tenant by certified or registered mail, return receipt requested, the Landlord shall have [except as provided in paragraph (ii) of Section 10(a)], at its expense, cause such damage to be repaired and the option either: rent shall not be abated. If by reason of fire or other casualty, the Leased Premises are rendered untenantable in part for the purpose or use for which Tenant has leased the Leased Premises in Landlord's reasonable opinion, the Landlord shall [except as provided in paragraph (aii) of Section 10(a)], at its expense, subject to terminate availability of insurance proceeds, cause such damage to be repaired, and the Monthly Rent shall be adjusted on a pro-rata basis for the period of such repair and restoration for that portion of the Leased Premises rendered untenantable. If the Leased Premises are damaged by fire or other casualty so as to render same untenantable for the purpose or use for which Tenant has leased same in Landlord's reasonable opinion, the Landlord shall [except as provided in paragraph (ii) of Section 10(a)]; at its expense, subject to availability of insurance proceeds, cause such damage to be repaired, and the Monthly Rent shall be abated in full for the period of such repair and restoration, provided, however, that if, within 60 days after the fire or other casualty, the Landlord gives the Tenant written notice that it has elected not to cause the Leased Premises to be repaired and restored, then this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective shall terminate as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises fire or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordother casualty.

Damage or Destruction. If either the Improvements are damaged or both of the Property and the Premises is damaged destroyed by fire or other insured hazard, Lessee shall forthwith commence, and thereafter diligently and continuously prosecute to completion, the repair of such damage and the restoration of such Improvements to their condition immediately prior to such damage. All such repairs and restoration shall be completed as promptly as possible. Lessee shall also promptly take all steps necessary to assure that the Leased Premises shall be and remain safe and the damaged Improvements not constitute a hazard or danger to persons or property from the time of the fire or other casualty. In no event shall the Ground Rent be suspended or abated unless Lessor, Landlord in its sole discretion, decides to do so in consideration of the personal hardship or incapacity of Lessee. The intent of this section is to xxxxxx perpetual occupancy by Low- or Moderate- Income Residents (as defined below) despite the occurrence of unforeseeable financial and personal hardship. If not later than sixty (60) days after the occurrence of a fire or other casualty which causes substantial damage to the Improvements, Lessee, using reasonable judgment and in reliance upon professional estimates and advice, determines that such full repair and/or restoration is either (a) physically impossible, or (b) provided that Lessee has fulfilled all of the hazard insurance requirements set forth in Section 9.5 hereof, the available insurance proceeds are less than eighty percent (80%) of the cost of such repair and/or restoration, then Lessee may terminate this Lease by written notice to Lessor given within such sixty (60) day time period. Such termination notice shall not, however, be effective until sixty (60) days after the date upon which it is received by Lessor, during which time Lessor shall have the option eitheropportunity to seek an adjustment from the insurer so as to increase the amount of available insurance proceeds, arrange for such repair and/or restoration at a cost sufficiently low so as to avoid condition (b) of the preceding sentence, or design a partial restoration of the Improvements which would be sufficient to provide Lessee with Improvements of reasonably equivalent quality and floor area to not less than eighty percent (80%) of the Improvements as they existed immediately prior to such fire or other casualty; and in any of the foregoing cases by written notice of such action to Lessee within such additional sixty (60) day period the Lessor may render Lessee’s termination notice null and void. If Lessor shall fail to so nullify the termination notice, then this Lease shall terminate at the expiration of such sixty (60) day period after Lessor’s receipt of Lessee’s termination notice, and any proceeds of insurance payable to Lessee on account of such fire or other hazard shall be paid as provided in the following paragraph. Such insurance proceeds shall be allocated between Lessee and Lessor in the same proportion as that of the relative fair market values of: (ai) the Improvements prior to terminate such casualty, as encumbered by this Lease (including the limitation on sale price set forth in Article X hereof), to (ii) the Land, Improvements and other property located on the Leased Premises (also measured prior to such casualty and as encumbered by so advising Tenantthis Lease), in writing) within thirty (30) days less the value of the Land, Improvements and other property located on the Leased Premises measured after such casualty as of the time of termination and as encumbered by this Lease. For example, if the value of the Improvements as permitted by this Lease prior to such casualty would have been $100,000, the value of said destruction or Land, Improvements and other property prior to such casualty effective would have been $180,000, and the value of the Land, Improvements and other property as of the date upon which Tenant receives timely written notice thereof; of termination would have been $120,000, then the proceeds would be split in the proportion of $100,000 to $60,000 ($180,000 minus $120,000 = $60,000), or (b) 62.5% to restore Lessee, and rebuild the Property and/or the Premises with reasonable dispatch37.5% to Lessor. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction generality of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Lessee shall not in any event receive an amount of such proceeds in excess of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date value of the casualty Improvements permitted hereunder such that if, in the preceding example, the available amount of insurance proceeds had been $170,000 (and ending when 62.5% of $170,000 is $106,250), the Premises are delivered to Tenant. The extent Lessee would still only receive $100,000 (the value of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in Improvements as permitted by this Lease as reasonably determined by Landlordprior to the casualty) and the Lessor would receive the $70,000 balance thereof.

Damage or Destruction. If either 21.1 In the event that the Premises or both any Common Areas necessary to Tenant’s use of the Property and or access to the Premises is damaged by fire or other insured casualtycasualty which is covered under insurance pursuant to the provisions of the foregoing section, Landlord shall have the option eitherrestore such damage provided that: (ai) the insurance proceeds, plus the amount of any deductible (the payment of which shall be Landlord’s responsibility but included in Operating Expenses to terminate this Lease (by so advising Tenantthe extent provided in Paragraph 5), in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) are sufficient to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty pay one hundred percent (50100%) of the replacement cost of restoration; and (ii) in the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, reasonable judgment of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding architect, the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on restoration can be completed within one hundred and eighty (180) days after the date of the damage or casualty under the laws and ending when regulations of the state, federal, county and municipal authorities having jurisdiction. Landlord shall notify Tenant whether or not the Premises are delivered will be restored under this section within forty-five (45) days of the occurrence of the casualty, which notice shall include the estimate of Landlord’s architect and contractor with respect to the cost of, and required time for, the repair and restoration. If such conditions apply so as to require Landlord to restore such damage pursuant to this section, this Lease shall continue in full force and effect, unless otherwise agreed to in writing by Landlord and Tenant. The extent of the abatement Tenant shall be based upon the portion entitled to a proportionate reduction of Monthly Basic Rent at all times during which Tenant’s use of the Premises rendered untenantableis interrupted, inaccessible or unfit for such proportionate reduction to be based on the extent to which Tenant cannot make use of the Premises in a commercially reasonable business manner for the purposes stated manner. Tenant’s right to a reduction of Rent hereunder shall be Tenant’s sole and exclusive remedy in this Lease as reasonably determined by Landlordconnection with any such damage.

Damage or Destruction. If either or both of the Property and the Premises Project is damaged by fire or other insured casualty, the damage, including all tenant improvements and Alterations, shall be repaired by Landlord, provided such repairs can, in Landlord’s reasonable opinion (certified by Landlord’s licensed contractor), be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, and until such repairs are completed (with a reasonable amount of time for Tenant to reoccupy the Premises, provided, however, that such reoccupancy period shall not give rise to rent abatement if such period extended beyond the date Landlord no longer receives rental income insurance proceeds on account thereof) rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the fault or neglect of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives or is entitled to receive rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above, provided that Landlord rebuilds Tenant’s improvements and/or Alterations in the Premises (but only to the extent of such proceeds). If repairs cannot, in Landlord’s reasonable opinion (certified by Landlord’s licensed contractor), be completed within two hundred seventy (270) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Tenant may elect to terminate this Lease within fifteen (15) days after receipt of Landlord’s notice (“Tenant’s Termination Period”). Landlord agrees to use its commercially reasonable efforts to provide written notice to Tenant of the estimated date by which repairs can be completed within sixty (60) days following the date of such damage or destruction. If Tenant does not elect to terminate this Lease, Landlord may, at its option, either (i) make them in a reasonable time and, subject to the provisions set forth below, in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination by the later of (i) fifteen (15) days after the end of Tenant’s Termination Period, or (ii) sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, notwithstanding anything to the contrary contained in this Article 16, if pursuant to the foregoing paragraph Landlord has commenced reconstruction of the Premises but fails to complete such repairs within ninety (90) days following such 270-day (or such longer period as Landlord shall have indicated that the repairs would take), subject to events of Force Majeure (not to exceed ninety (90) days), Tenant may elect to terminate this Lease within fifteen (15) days after the expiration of such 90-day period. Finally, if the Premises or the Project is damaged to any substantial, material extent during the last twelve (12) months of the Term and Tenant elects not to exercise any existing renewal option in its favor (which has not been previously waived or expired), then notwithstanding anything contained in this Article 16 to the contrary, Landlord and/or Tenant shall have the option either: (a) to terminate this Lease by giving written notice to the other party of the exercise of such option within sixty (by so advising Tenant, in writing) within thirty (3060) days after said destruction or casualty effective as the parties learn of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild necessity for repairs as the Property and/or the Premises with reasonable dispatchresult of such damage. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or A total destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Project shall Tenant have the right to automatically terminate this Lease. If Landlord elects Except as provided in this Article 16 (including any right Tenant may have to repair and restore terminate this Lease in accordance with the Property (or Premises, as the case may beterms of this Article 16), there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or the making of any repairs, alterations or improvements in or to any portion of the Project or the Premises or in or to fixtures, appurtenances and equipment therein as a result of such damage or destruction. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, furnishings, trade fixtures or equipment, and that Landlord shall not be entitled obligated to (repair any damage thereto or replace the same. Except for proceeds relating to Tenant’s furniture, furnishings, trade fixtures and Landlord equipment, Tenant acknowledges that Tenant shall have no obligation right to pay) any damages or compensation, proceeds of any nature, for any purported inconvenience, loss insurance relating to property damage. Tenant and Landlord hereby irrevocably waive and release their rights under the provisions of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932 and 1933 of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. SECTION 18.1 If either during the Lease Term the Premises or both of the Property Building are totally or partially damaged or destroyed from any cause, thereby rendering the Premises totally or partially inaccessible or unusable, Landlord shall diligently (taking into account the time necessary to effectuate a satisfactory settlement with any insurance company involved) restore and repair the Premises and the Premises is damaged by fire or other insured casualtyBuilding to substantially the same condition they were in prior to such damage; provided, however, if the repairs and restoration cannot be completed within ninety (90) days after the occurrence of such damage (taking into account the time needed for removal of debris, preparation of plans, and issuance of all required governmental permits), Landlord shall have the option either: (a) right, at its sole option, to terminate this Lease by giving written notice of termination to Tenant within forty-five (45) days after the occurrence of such damage. If this Lease is terminated pursuant to the preceding sentence, all rent payable hereunder shall be apportioned and paid to the date of the occurrence of such damage. If the repairs and restoration are not completed within one hundred eighty (180) days after the occurrence of such damage (the “Restoration Period”), Tenant shall have the right, at its sole option, to terminate this Lease by so advising Tenant, in writing) giving written notice of termination to Landlord within thirty (30) days after said destruction or casualty effective as the expiration of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchRestoration Period. Notwithstanding the foregoing, Landlord may only terminate If this Lease under this Section 19 if is not terminated as a result of damage, and provided that such damage was not caused by the cost to act or omission of Tenant or any of its employees, agents, licensees, subtenants, customers, clients, family members, or guests, until the repair damage to or destruction and restoration of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), is completed Tenant shall not be entitled required to (pay fixed monthly rent and Landlord shall have no obligation to pay) any damages or compensation, of any nature, additional rent only for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or that part of the Premises untenantablethat Tenant is able to use while repairs are being made, Rent shall proportionately xxxxx commencing based on the date ratio that the amount of usable rentable area bears to the casualty total rentable area in the Premises. Landlord shall bear the costs and ending when expenses of repairing and restoring the Premises are delivered Premises, except that if such damage or destruction was caused by the act or omission of Tenant or any of its employees, agents, licensees, subtenants, customers, clients, family members, or guests, upon written demand from Landlord, Tenant shall pay to Tenant. The extent Landlord the amount by which such costs and expenses exceed the insurance proceeds, if any, received by Landlord on account of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible such damage or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlorddestruction.

Damage or Destruction. 19.1 If either the Premises or both Building should be damaged or destroyed by fire or other casualty, Tenant shall give immediate written notice to Landlord. If the Premises or any common areas of the Property and Building or Project serving or providing access to the Premises is shall be damaged by fire or other insured casualty, Landlord shall have promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control, and subject to all other terms of this Article 19, restore the option either: (a) to terminate this Lease (by so advising Tenantbase, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore shell, and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction core of the Premises or Property, as and such common areas. Such restoration shall be to substantially the case may be, exceeds fifty percent (50%) same condition of the replacement cost base, shell, and core of the Premises and common areas prior to the casualty, except for modifications required by zoning and building codes and other laws or Propertyby the holder of a mortgage on the Project, as or the case may be. In no eventlessor of a ground or underlying lease with respect to the Project and/or the Building, howeveror any other modifications to the common areas deemed desirable by Landlord, shall Tenant have provided access to the right to terminate this Lease. If Landlord elects to repair Premises and restore any common restrooms serving the Property (or Premises, as the case may be), Tenant Premises shall not be entitled to (and materially impaired. Landlord shall have no obligation make commercially reasonable efforts to pay) minimize, but shall not otherwise be liable for, any damages or compensation, of any nature, for any purported inconvenience, loss of business inconvenience or annoyance to Tenant or its visitors, or injury to Tenant's business resulting in any way from any such damage or the repair thereof; provided however, that if such fire or restoration undertaken by other casualty shall have damaged the Premises or on behalf common areas necessary to Tenant's occupancy, and if such damage is not the result of Landlord under this Section 19 unless such direct damages result from Landlord’s gross the negligence or willful misconduct. Notwithstanding misconduct of Tenant or Tenant's employees, contractors, licensees, or invitees, Landlord shall allow Tenant a proportionate abatement of Base Rent and Tenant's Share of Operating Expenses and Tenant's Tax Share of Taxes to the foregoing, if a casualty renders all or extent Landlord is reimbursed from the proceeds of rental interruption insurance purchased by Landlord as part of Operating Expenses, during the Premises untenantable, Rent shall proportionately xxxxx commencing on time and to the date of the casualty and ending when extent the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner occupancy for the purposes stated in permitted under this Lease Lease, and not occupied by Tenant as reasonably determined by Landlorda result thereof.

Damage or Destruction. If either 30.1. Except as otherwise expressly provided herein, if the Building or both of the Property and the Premises is shall be partially or totally damaged or destroyed by fire or other insured casualtycasualty (and if this Lease shall not be terminated as in this Article 30 hereinafter provided), Landlord shall have repair the option eitherdamage. to and re: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore tore and rebuild the Building and the Premises, including the Tenant Initial Work and any Tenant Changes (except for Tenant's Property and/or the Premises and except for any fit-out work done for any other tenant) promptly and with reasonable dispatchdiligence, after notice to it or actual knowledge by it of the damage: or destruction, to a condition substantially equivalent to the extent practicable (with respect to character, quality, utility and appearance) to that which existed immediately prior to such damage. Notwithstanding To the foregoingextent insurance proceeds are not sufficient to restore, repair or replace the Special Initial Work and the Special Tenant Changes by reason of Tenant's failure to notify Landlord or to properly estimate the Insurable Value with respect to any Special Tenant Change or Special Initial Work or by reason of Tenant's request that Landlord no longer insure the Special Initial Work and the Special Tenant Changes, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction shall notify Tenant of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (such insufficiency and Landlord shall have no obligation to pay) any damages restore, repair or compensationreplace such Special Initial Work and Special Tenant Changes unless prior to the commencement of such restoration, of any naturerepair or replacement, Tenant shall pay to Landlord as Additional Rent the additional amount required in Landlord's reasonable judgment to perform same. Tenant shall be responsible for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantabledeductible amounts under insurance policies covering such damage or destruction allocable, inaccessible or unfit in Landlord's reasonable judgment, to the Special Tenant Changes and the Special Initial Work. If and to the extent Landlord's estimate of the amount of such shortfall is greater than the actual amount by which the insurance proceeds were insufficient, Landlord shall reimburse Tenant for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined any excess monies so funded by LandlordTenant.

Damage or Destruction. If either or both of the Property and the Premises is are damaged by fire or other an insured casualtycasualty and insurance proceeds have been made available to Landlord, said damage shall be repaired by Landlord shall have to the option either: extent of such available insurance proceeds, provided such repairs can be made within ninety (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (3090) days after said destruction or casualty effective as the occurrence of the date upon which Tenant receives timely written notice thereof; casualty, and without the payment of overtime or (b) other premiums. Until such repairs are completed, minimum rent and additional rent shall be abated in proportion to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction that part of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may beunusable by Tenant. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) restore, rebuild, or replace Tenant’s personal property and trade fixtures and Landlord shall not be liable for any damages damage to or compensationany inconvenience or interruption of business of Tenant or Tenant’s agents occasioned by any casualty to the Premises. If the damage is due to the fault or neglect of Tenant, or its employees, contractors, or agents, there shall be no abatement of minimum rent or additional rent. Should the Premises be damaged as a result of any naturecause not covered by insurance, for or if the insurance proceeds have not been made available to Landlord, or if repairs cannot be completed within ninety (90) days following the casualty date, or if the unexpired Lease term is less than two (2) years, excluding any purported inconvenienceexisting but unexercised Lease renewal option(s) Landlord shall have the option to: (1) repair the damage, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless Lease continuing in effect, but minimum rent and additional rent to be abated as provided above until such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoingrepairs are completed; or, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date (2) terminate this Lease effective as of the casualty and ending when the Premises are delivered date, such notice of election to Tenant. The extent be made by Landlord within sixty (60) days of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordcasualty date.

Damage or Destruction. If either If, at any time prior to the expiration or both termination of this Lease, the Premises or the Building or the Property and the Premises is totally or partially damaged by or destroyed from a fire or other insured casualty, Landlord shall have which damage renders the option either: Premises inaccessible or unusable to Lessee in the ordinary course of its business, Lessor may elect, at its sole option, either to (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely of such fire or other casualty, by written notice thereofto Lessee within sixty (60) days after notice to Lessor of the occurrence of such damage or destruction; or (b) without termination of this Lease, advise Lessee within sixty (60) days of Lessor's intent to repair, and then proceed with due diligence to repair or restore such damage or destruction within one hundred eighty (180) days thereafter. If Lessor cannot complete the repair and rebuild restoration within such period, Lessee shall have the Property and/or option to cancel this Lease. If Lessor elects to repair or restore such damage or destruction, this Lease shall continue in full force and effect but a proportionate reduction of Base Rent shall be allowed Lessee for such portion of the Premises with reasonable dispatchas shall be rendered inaccessible or unusable to Lessee, and which is not used by Lessee, during the period of time that such portion is unusable or inaccessible and not used by Lessee. Notwithstanding the foregoingNo damages, Landlord may only terminate this Lease under this Section 19 if the cost to repair compensation or claim shall be payable by Lessor for any inconvenience, any interruption or cessation of Lessee's business, or any annoyance, arising from any damage to or destruction of the Premises all or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost any portion of the Premises or Propertythe Building or the Property regardless of the cause thereof. Lessee shall look to its own casualty insurance for protection against business losses and, as the case may be. In no event, however, shall Tenant have the right a material inducement to terminate Lessor's entering into this Lease. If Landlord elects to repair , irrevocably waives and restore the Property (releases any other rights or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordclaims against Lessor.

Damage or Destruction. If either the Premises or both any part thereof, or any other portion of the Property and the Premises is Building shall be damaged by fire or other insured casualty, then, subject to the last paragraph of this Section, Landlord shall proceed with diligence, subject to then applicable statutes, building codes, zoning ordinances and regulations of any governmental authority, to repair or cause to be repaired such damage, including such Tenant Work as shall have been so damaged. Except to the extent they are permitted Operating Expenses, and subject to Section 5.5 hereof, such repairs shall be made at the expense of Landlord. All repairs to and replacements of Tenant Property shall be made by and at the expense of Tenant. If the Premises or any part thereof shall have been rendered unfit for use and occupation hereunder by reason of such damage, the Annual Base Rent or a just and proportionate part thereof, according to the nature and extent to which the Premises shall have been so rendered unfit, shall be abated until the Premises (except as to Tenant Property) shall have been restored as nearly as practicable to the condition in which they were immediately prior to such fire or other casualty. Landlord shall not be liable for delays in the making of any such repairs that are due to government regulation, casualties, and strikes, unavailability of labor and materials, delays in obtaining insurance proceeds, and other causes beyond the reasonable control of Landlord, nor shall Landlord be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from delays in repairing such damage. If (i) the Premises are so damaged by fire or other casualty (whether or not insured) at any time during the last twenty-four months of the Term that the cost to repair such damage is reasonably estimated to exceed one-third of the total Annual Base Rent payable hereunder for the period from the estimated completion date of repair until the end of the Term, (ii) at any time the Building (or any portion thereof, whether or not including any portion of the Premises) is so damaged by fire or other casualty (whether or not insured) that substantial alteration or reconstruction or demolition of the Building (or a portion thereof) shall be required and the repair of such damage is reasonably estimated to require more than twelve (12) months after the date of such casualty to complete, or (iii) at any time damage to the Building occurs by fire or other insured casualty and any mortgagee or ground lessor shall refuse to permit insurance proceeds to be utilized for the repair or replacement of such property (provided that Landlord shall have maintained the option either: insurance required under this Lease) and Landlord determines not to repair such damage, then and in any of such events, this Lease and the term hereof may be terminated at the election of Landlord or Tenant by a notice to the other party within sixty (a60) days following such fire or other casualty; the effective termination date pursuant to such notice shall be not less than thirty (30) days after the day on which such termination notice is received. If the Premises, or any other portion of the Building that will materially adversely affect Tenant’s use of or access to the Premises, are so damaged by fire or other casualty, and for any reason such restoration shall not be substantially completed within twelve (12) months after the date of such casualty (which twelve-month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration due to excusable delay, but in no event for more than an additional three months), Tenant shall have the right to terminate this Lease (by so advising Tenant, in writing) giving notice to Landlord thereof within thirty (30) days after said destruction or casualty the expiration of such period (as so extended) provided that such restoration is not completed within such period. In the event of any termination, the Term shall expire as though such effective termination date were the date originally stipulated in Section 1.1 for the end of the Term and the Annual Base Rent and additional charges for Operating Expenses (to the extent not abated as set forth above) shall be apportioned as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlorddate.

Damage or Destruction. If either or both of the Property and the Premises is or any part thereof or any appurtenance thereto are so damaged by fire fire, casualty or other insured casualtystructural defects that the same cannot be used for Tenant's purposes, Landlord then Tenant shall have the option either: right within ninety (a90) days following damage to elect by notice to Landlord to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) of such damage. In the event of minor damage to restore any part of the Leased Premises, and rebuild the Property and/or if such damage does not render the Premises with reasonable dispatch. Notwithstanding the foregoingunusable for Tenant's purposes, Landlord may only terminate this Lease under this Section 19 if shall promptly repair such damage at the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may beLandlord. In no eventmaking the repairs called for in this paragraph, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled liable for any delays resulting from strikes, governmental restrictions, inability to (obtain necessary materials or labor or other matters which are beyond the reasonable control of Landlord. Tenant shall be relieved from paying rent and Landlord shall have no obligation to pay) other charges during any damages portion of the Lease term that the Leased Premises are inoperable or compensationunfit for occupancy, of any natureor use, in whole or in part, for Tenant's purposes. Rentals and other charges paid in advance for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or such periods shall be credited on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoingnext ensuing payments, if a casualty renders all or part of the Premises untenantableany, Rent but if no further payments are to be made, any such advance payments shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered be refunded to Tenant. The extent provisions of this paragraph extend not only to the abatement shall be based upon matters aforesaid, but also to any occurrence which is beyond Tenant's reasonable control and which renders the portion of the Premises rendered untenantableLeased Premises, inaccessible or any appurtenance thereto, inoperable or unfit for use occupancy or use, in a reasonable business manner whole or in part, for the purposes stated in this Lease as reasonably determined by LandlordTenant's purposes.

Damage or Destruction. If either or both of Except as otherwise provided in this Lease, in the Property and event the Premises is or the Building are damaged by fire or other insured casualtycasualty covered by Landlord’s insurance, such damage shall be repaired by and at the expense of Landlord and this Lease shall remain in full force and effect except that Tenant shall be entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the making of such repairs shall materially interfere with Tenant’s business. In the event such repairs cannot, in the reasonable opinion of Landlord, be substantially completed within sixty (60) days after the occurrence of such damage (without the payment of overtime or other premiums), Landlord shall have the option either: (a) may, at its option, exercisable by giving written notice to terminate this Lease (by so advising Tenant, in writing) Tenant within thirty (30) days after said destruction the occurrence of such damage, make such repairs within a reasonable time and shall proceed to make such repairs with reasonable dispatch. In such event, this Lease shall continue in full force and effect and the rent payable by Tenant hereunder shall be determined as provided in the first paragraph of this Article. In the event Landlord does not elect to repair the damage, as provided above, either Landlord or casualty Tenant, by written notice given to the other within ten (10) additional days, may terminate this Lease effective as of the date upon which Tenant receives timely written notice thereof; of the occurrence of such damage. In the event Landlord terminates this Lease, pursuant to this Article, all proceeds of Landlord’s insurance shall belong to and become the sole property of Landlord. In the event such repairs are not completed within one hundred eighty (180) days after the occurrence of such damage, then either party may terminate this Lease. In the event of (a) damage to or destruction of five percent (5%) of the Premises insurable replacement value or of twenty-five percent (25%) or more of the then insurable replacement value of the Building, as applicable, from any cause not covered by insurance, or (b) to restore and rebuild the Property and/or a declaration of any governmental authority that the Premises or the Building are unsafe or unfit for occupancy and would require repairs exceeding twenty-five percent (25%) or more of the then insurable replacement value of the Building, Landlord shall have the right to terminate this Lease by written notice to Tenant given within thirty (30) days after the date of such damage, destruction or declaration. Upon the giving of any such notice, this Lease shall terminate. In the event of damage to or destruction of all or any portion of the Premises or the Building to an extent less than five percent (5%) of the then insurable replacement value of the Premises or the Building, as applicable, from any cause not covered by insurance, or in the event Landlord does not elect to terminate this Lease in accordance with this paragraph, the Lease shall remain in full force and effect except that rent shall be proportionately reduced as provided above and the Premises shall be repaired and rebuilt with reasonable dispatch. Notwithstanding anything to the foregoingcontrary contained herein, in the event the Premises or the Building shall be damaged by fire or other casualty due to the grossly negligent or willful acts of Tenant or its agents, officers, employees, contractors, servants or occupants and the Lease is not terminated as hereinabove provided, then, without prejudice to any other rights and remedies of the Landlord, there shall be no abatement of rent. With respect to any damage which Landlord may only terminate this Lease under this Section 19 if the cost is obligated to repair or elects to repair, Tenant waives the provisions of Arizona Revised Statutes Section 33-343 (which Section deals with Tenant’s right to termination in the event of damage to or destruction of the Premises Premises). Landlord shall not under any circumstances be required to make any repairs to or Propertyreplacements of any paneling, as the case may bedecoration, exceeds fifty percent (50%) of the replacement cost of office fixtures, railings, ceilings or floor coverings, partitions or any other property installed in the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. (A)The Tenant must give the Landlord prompt written notice of fire, accident, damage or dangerous or defective condition on or about the Leased Premises. If either or both any portion of the Property and Building (to include any improvements to the Premises Leased Premises, but excluding Tenant’s Owned Property, as defined in Section 13.03), is damaged by fire fire, earthquake, flood or other insured casualty, or by any other cause of any kind or nature (the “Damaged Property”) and the Damaged Property can, in the ​ reasonable opinion of Landlord be repaired within two hundred forty (240) days from the date of receipt of insurance proceeds and provided that such proceeds are made available by Xxxxxxxx’s Mortgagee, Landlord shall have proceed promptly after receipt of such insurance proceeds to commence making such repairs so as to restore the option either: (a) Damaged Property to terminate the condition it was in prior to the damage. Except as hereinafter provided in Section 10.01(E), this Lease (by so advising Tenantshall not terminate, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), but Tenant shall not be entitled to (a pro rata abatement of Annual Rent and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding Additional Rent payable during the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx period commencing on the date of the casualty damage and ending when on the date the Damaged Property is repaired as aforesaid and possession of the Leased Premises are is delivered to Tenant. The extent of the rent abatement shall be based upon the portion of the Leased Premises rendered untenantable, unfit or inaccessible or unfit for use in a reasonable business manner by Tenant for the purposes stated in this Lease as during such period. Notwithstanding, however, if it is reasonably determined by Landlordthat the damage renders the Leased Premises unfit for Tenant’s use for its entire purpose, then the entire rent during the period of repair shall be abated.

Damage or Destruction. If either any Property shall be damaged or both of the Property and the Premises is damaged destroyed, in whole or in part, by fire or other insured property hazard or casualty, Landlord Borrower shall give prompt notice thereof to Lender and one hundred (100%) percent of the net amount of all insurance proceeds received by Lender or Borrower as a result of such damage or destruction after deduction of reasonable costs and the expenses, if any, in collecting the same, shall be applied in reduction of the outstanding Principal Balance under the Note pertaining to the Damaged Property. Notwithstanding anything to the contrary set forth above, if a particular Property (a "DAMAGED PROPERTY") shall be damaged or destroyed, in whole or in part, by fire or other casualty, Lender shall, in accordance with the provisions of this Section hereinafter set forth, make the net amount of all insurance proceeds received by Lender pursuant to the provisions of this Agreement as a result of such damage or destruction after deduction of its reasonable costs and expenses, if any, in collecting the same (hereinafter referred to as the "NET PROCEEDS") available for the repair and restoration of the Damaged Property, provided that (i) no default shall have occurred and shall be continuing under the Loan Documents, (ii) Borrower shall commence the repair and restoration of the Damaged Property, as nearly as possible to the condition the Damaged Property was in immediately prior to such fire or other casualty, with such alterations as may be approved by Lender, as soon as reasonably practicable, and shall diligently pursue the same to satisfactory completion, (iii) Lender shall be satisfied that any operating deficits which will be incurred with respect to the Damaged Property as a result of the occurrence of any such fire or other casualty will be covered out of the Net Proceeds or by Borrower out-of-pocket or with the proceeds, if any, of business interruption or rental interruption insurance, (iv) Lender shall be satisfied that, within a reasonable period of time, not to exceed one hundred eighty (180) days following the completion of such repair and restoration of the Damaged Property, the gross cash flow and the net cash flow of the Damaged Property will be restored to a level sufficient to cover all carrying costs and operating expenses of the Damaged Property, (v) Lender shall be satisfied that the repair and restoration of the Damaged Property will be completed on or before the earlier to occur of (w) ninety (90) days prior to the Maturity Date, or (x) the date on which the business interruption insurance covered by such Borrower shall expire, (vi) Lender shall be satisfied that all of the terms, covenants and provisions of this Agreement and the other Loan Documents will continue to be complied with during and subsequent to the completion of such repair and restoration and (vii) Borrower and ARC IV shall execute and deliver to Lender a completion guaranty in form and substance satisfactory to Lender pursuant to the provisions of which Borrower and ARC IV shall jointly and severally guaranty to Lender the lien-free completion of the repair and restoration of the Damaged Property in accordance with the provisions of this paragraph. The Net Proceeds shall be held by Lender in an interest-bearing account, and until disbursed in accordance with the provisions of this paragraph, shall constitute additional security for the payment of the Debt. The Net Proceeds together with interest earned thereon, shall be disbursed by Lender to, or as directed by, Borrower from time to time during the course of the repair and restoration of the Damaged Property, upon receipt of evidence satisfactory to Lender (which evidence shall in each instance and to the full extent required by Lender include receipted bills, invoices, lien waivers and a continuation and date down of title to the Damaged Property in form satisfactory to Lender and issued by the title company insuring the lien of the Mortgage encumbering such Property or another title company satisfactory to Lender) that (i) all materials installed and work and labor performed (except to the extent that they are to be paid for out of the requested disbursement) in connection with the repair and restoration of the Damaged Property have been paid for in full, and (ii) there exist no notice of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien or encumbrance of any nature whatsoever on the Damaged Property arising out of the repair and restoration of the Damaged Property which have not either been fully bonded to the satisfaction of Lender and discharged of record or in the alternative fully insured over to the satisfaction of Lender by the title company insuring the lien of the Mortgage encumbering the Damaged Property. The repair and restoration of the Damaged Property shall be done and completed by Borrower in an expeditious and diligent fashion and in compliance with all applicable governmental laws, rules and regulations (including, without limitation, all applicable Environmental Requirements), and all plans and specifications required in connection with the repair and restoration of the Damaged Property shall be subject to review and acceptance in all respects by Lender and by the Consultant. If Lender fails to respond within ten (10) Business Days following a request and submissions of plans and specifications for approval, such plans and specification shall be deemed approved by Lender. Upon the occurrence of an Event of Default, Lender shall have the option either: (a) use of such plan and specifications and all permits, licenses and approvals required or obtained in connection with the repair and restoration of the Damaged Property. The identity of the contractors, subcontractors and materialmen engaged in the repair and restoration of the Damaged Property, as well as the contracts under which they have been engaged, shall be identified to terminate Lender and Consultant, if any. All costs and expenses incurred by Lender in connection with making the Net Proceeds available for the repair and restoration of the Damaged Property including, without limitation, reasonable counsel fees and reasonable fees of the Consultant, shall be paid by Borrower. In no event shall Lender be obligated to make disbursements of the Net Proceeds in excess of an amount equal to the costs actually incurred from time to time for work in place as part of the repair and restoration of the Damaged Property, as certified by the Consultant, minus the Casualty Retainage. The term "CASUALTY RETAINAGE" as used in this Lease (paragraph shall mean an amount equal to 10% of the costs actually incurred for work in place as part of the repair and restoration of the Damaged Property, as certified by so advising Tenantthe Consultant. The Casualty Retainage shall in no event, and notwithstanding anything to the contrary therein above set forth in writing) within this paragraph, be less than the amount actually held back by Borrower from contractors, subcontractors and materialmen engaged in the making of the repair and restoration of the Damaged Property. Lender shall not be obligated to make disbursements of the Net Proceeds more frequently than once every thirty (30) days after said destruction days. The Casualty Retainage shall not be released until the Consultant certifies to Lender that the repair and restoration of the Damaged Property have been completed in accordance with the provisions of this paragraph, and Lender receives evidence satisfactory to Lender that the costs of the repair and restoration of the Damaged Property have been paid in full or casualty effective will be paid in full out of the Casualty Retainage; provided, however, that Lender will release the portion of the Casualty Retainage being held with respect to any contractor, subcontractor or materialman engaged in the repair and restoration of the Damaged Property as of the date upon which Tenant receives timely written notice thereof; the Consultant certifies to Lender that such contractor, subcontractor or (b) materialman has satisfactorily completed all work and has supplied all materials in accordance with the provisions of such contractor's, subcontractor's or materialman's contract, and such contractor, subcontractor or materialman delivers such lien waivers and evidence of payment in full of all sums due to restore and rebuild such contractor, subcontractor or materialman as may be reasonably requested by Lender or by the Property and/or title company insuring the Premises lien of the Mortgage encumbering the Damaged Property. If required by Lender, the release of any such portion of the Casualty Retainage shall be approved by the surety company, if any, which has issued a payment or performance bond with reasonable dispatchrespect to such contractor, subcontractor or materialman. Notwithstanding anything to the foregoingcontrary contained in this paragraph, Landlord may only terminate this Lease under this Section 19 if the cost to Net Proceeds shall be less than $250,000 and if the costs of completing the repair damage to or destruction and restoration of the Premises Damaged Property shall be less than $250,000, the Net Proceeds will be disbursed by Lender to Borrower upon receipt, provided that no default shall have occurred and shall be continuing under the Loan Documents, and Borrower delivers to Lender a written undertaking to expeditiously commence and to satisfactorily complete with due diligence the repair and restoration of the Damaged Property. If at any time the Net Proceeds or the undisbursed balance thereof shall not, in the opinion of Lender, be sufficient to pay in full the balance of the costs which will be incurred in connection with the completion of the repair and restoration of the Damaged Property, Borrower shall deposit the deficiency (hereinafter referred to as the case may be, exceeds fifty percent (50%"NET PROCEEDS DEFICIENCY") with Lender before any further disbursement of the replacement cost Net Proceeds shall be made, which Net Proceeds Deficiency deposit shall be held by Lender in an interest-bearing account, shall be disbursed together with interest earned thereon, for costs actually incurred in connection with the repair and restoration of the Premises or PropertyDamaged Property on the same conditions applicable to the disbursement of the Net Proceeds, as and until so disbursed pursuant to this paragraph shall constitute additional security for the case may bepayment of the Debt. In no eventUpon the occurrence of an Event of Default, however, Lender shall Tenant have the right to terminate apply the undisbursed balance of any Net Proceeds Deficiency deposit, together with interest thereon, to the payment of the Debt whether or not then due and payable in such order, priority and proportions as Lender shall deem to be appropriate in its discretion. The excess, if any, of the Net Proceeds and the remaining balance, if any, of the Net Proceeds Deficiency deposit, together with interest thereon, after the Consultant certifies to Lender that the repair and restoration of the Damaged Property have been completed in accordance with the provisions of this Leaseparagraph, and the receipt by Lender of evidence satisfactory to Lender that all costs incurred in connection with the repair and restoration have been paid in full, shall be applied to the reduction of the outstanding Principal Balance of the Note with respect to such Damaged Property (based on the Allocated Loan Amount, with any excess being applied to the Principal Balance). All costs of the repair and restoration of the Damaged Property in excess of the Net Proceeds shall be paid for by Borrower. All insurance proceeds received by Lender and not required to be disbursed for the repair and restoration of the Damaged Property pursuant to the provisions of this paragraph herein above set forth may be retained and applied by Lender toward the payment of the Debt whether or not then due and payable in such order, priority and proportions as Lender in its discretion shall deem proper or, at the discretion of Lender, the same may be paid, either in whole or in part, to Borrower for such purposes as Lender shall designate, in its discretion. If Landlord elects to repair Lender shall receive and restore retain insurance proceeds, the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part lien of the Premises untenantable, Rent Mortgage with respect to such Damaged Property shall proportionately xxxxx commencing on be reduced only by the date amount thereof received and retained by Lender and actually applied by Lender in reduction of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordDebt.

Damage or Destruction. (a) If either or both during the Term of the Property and this Sublease the Premises is are damaged by fire or other insured casualty, Landlord shall have but not to the option either: extent that Sublessee is prevented from carrying on business in the Premises, Sublessor shall, within one hundred twenty (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30120) days after said destruction such casualty, cause the Premises to be repaired or casualty effective as restored at its sole cost and risk to substantially the condition in which it existed prior to such damage. If such damage renders any portion of the Premises untenantable, the rent reserved hereunder shall be reduced during the period of its untenantability proportionately to the amount by which the area so rendered untenantable bears to the entire area of the Premises, and such reduction shall be apportioned from the date upon which Tenant receives timely written notice thereof; or (b) of the casualty to restore and rebuild the Property and/or date when the Premises with reasonable dispatchis rendered fully tenantable. If, as a result of such damage, it is commercially impracticable for Sublessee to conduct its business at the Premises (for example, if Sublessee cannot conduct all necessary steps of the manufacturing process conducted at the Premises), all rent reserved hereunder shall xxxxx from the date of the casualty to the date when the Premises are restored to a condition which enables Sublessee to resume business operations at the Premises. Notwithstanding the foregoing, Landlord in the event such fire or other casualty damages or destroys any of Sublessee’s Subleasehold improvements, alterations, betterments, fixtures or equipment Sublessee shall cause the same to be repaired or restored at Sublessee’s sole expense (other than Sublessee’s personal property or equipment, which Sublessee may only terminate this Lease under this Section 19 if the cost elect, in Sublessee’s sole discretion, to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may berestore), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. If either or both of (a) In the Property and event the Premises is Building and/or any insured alterations are damaged by fire or other perils covered by Landlord’s extended coverage insurance to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof and if the damage thereto is such that the Building and/or any insured casualtyalterations may be repaired, reconstructed or restored within a period of ninety (90) days from the date of the initial occurrence of such casualty and Landlord will receive insurance proceeds sufficient to cover the cost of such repairs, Landlord shall have commence and proceed diligently with the option either: work of repair, reconstruction and restoration and the Lease shall continue in full force and effect. If such work or repair, reconstruction and restoration is such as to require a period longer than ninety (a90) days or if the cost of the repair exceeds twenty-five percent (25%) of the full insurable value thereof, or if said insurance proceeds will not be sufficient to terminate cover the cost of such repairs, Landlord either may elect to so repair, reconstruct or restore the Building and/or any insured alterations and the Lease shall continue in full force and effect or Landlord may elect not to repair, reconstruct or restore the Building and/or any insured alterations and the Lease shall in such event terminate. Under any of the conditions of this Lease (by so advising TenantParagraph 22(a), in writing) Landlord shall give written notice to Tenant of its intention within thirty (30) days after from the date of such event of damage or destruction. In the event Landlord elects not to restore said destruction or casualty effective Building and/or any insured alterations, this Lease shall be deemed to have terminated as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordpartial destruction.

Damage or Destruction. 17.1 If either the Premises or both of the Property Building are totally or partially damaged or destroyed thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall diligently repair and restore the Premises and the Premises is damaged by fire Building to substantially the same condition they were in prior to such damage or other insured casualtydestruction; provided, Landlord shall have the option either: however, that if in Landlord’s reasonable judgment such repair and restoration cannot be completed within two hundred seventy (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30270) days after said destruction or casualty effective as the occurrence of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair such damage to or destruction (taking into account the time needed for effecting a satisfactory settlement with any insurance company involved, removal of the Premises or Propertydebris, as the case may bepreparation of plans and issuance of all required governmental permits), exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, then Landlord shall Tenant have the right to terminate this LeaseLease by giving written notice of termination within forty-five (45) days after the occurrence of such damage or destruction. If this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable or used after such damage or destruction) and paid to the earlier of the date of termination or the date Tenant completely vacates and abandons the Premises on account of such damage and Landlord elects shall be entitled to any insurance proceeds received by Tenant that are attributable to Tenant’s Work and other improvements insured or required to be insured by Tenant that would remain in the Premises at the end of the Lease Term. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restore restoration of the Property (Premises are substantially complete, Tenant shall be required to pay rent only for the portion of the Premises that is usable while such repair and restoration are being made; provided, however, that if such damage or Premisesdestruction was caused by the intentional or grossly negligent act or omission of Tenant or any Agent, as the case may be), then Tenant shall not be entitled to any such rent reduction. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or destruction was caused by the intentional or grossly negligent act or omission of Tenant or any Agent, then Tenant shall pay Landlord’s deductible and the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction (or, if Landlord fails to maintain the insurance required by Section 13.3, that Landlord would have received to the extent Landlord maintained such insurance required by Section 13.3), (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and Tenant is required to insure exceeds the insurance proceeds received with respect thereto, and (c) Landlord shall not be required to repair or restore any tenant improvements installed in the Premises (except to the extent Landlord receives proceeds therefor from Tenant’s insurance), any Alterations or any other contents of the Premises (including Tenant’s trade fixtures, decorations, furnishings, equipment or personal property). Notwithstanding anything herein to the contrary, Landlord shall have no obligation the right to payterminate this Lease if (1) any damages or compensationinsurance proceeds plus deductibles are insufficient to pay the full cost of such repair and restoration (so long as Landlord maintains the insurance required by Section 13.3), (2) the holder of any natureMortgage fails or refuses to make such insurance proceeds available for such repair and restoration, for any purported inconvenience(3) zoning or other applicable Laws or regulations do not permit such repair and restoration, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding (4) the foregoing, if a casualty renders all or part damage to the Building exceeds thirty-five percent (35%) of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date replacement value of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordBuilding.

Damage or Destruction. If either or both of In the Property and event that the Premises is or the Shopping Center are totally or partially damaged or destroyed by fire or other insured casualty, the damaged or destroyed areas shall be repaired and rebuilt by Landlord shall have the option either: at Landlord's expense; provided, however, if (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereofsuch damage results from a cause not insured; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to of repair damage to or destruction restoration exceeds the amount of insurance proceeds received by Landlord and available for restoration of the Premises Premises: or Property, as the case may be, exceeds (c) fifty percent (50%) or more of the replacement cost leasable area of the Shopping Center shall be damaged or destroyed by fire or other casualty, notwithstanding that the Premises may be unaffected by such fire or other casualty, Landlord may elect to terminate this Lease upon giving notice of such election in writing to Tenant within sixty (60) days after the occurrence of the event causing the damage. If Landlord is required or elects to rebuild as herein provided, Landlord shall rebuild the damaged areas of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Shopping Center with due diligence provided that Landlord shall have no obligation responsibility to pay) rebuild or restore the Tenant improvements or any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part portion of the Premises untenantableconstructed by Tenant at its expense. If the casualty or the repairing or rebuilding shall render the Premises untenantable in whole or in part, a proportionate abatement of the Minimum Rent shall proportionately xxxxx commencing on be allowed from the date of when the casualty and ending damage occurred until the date when the Premises are delivered have been restored by Landlord, such proportion to Tenant. The extent be computed on the basis that the leasable area of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for untenantable and not occupied by Tenant bears to the purposes stated in this Lease as reasonably determined by Landlordaggregate leasable area of the Premises.

Damage or Destruction. If either In the event the Leased Premises shall be destroyed or both of the Property and the Premises is so damaged or injured by fire or other insured casualty, during the Term of this Lease, whereby the same shall be rendered untenantable and the cost of repairing and rebuilding shall not exceed 50.0% of the Base Rentals remaining to be paid during the term of this Lease (including any renewal term for which Tenant has exercised its option, then Landlord shall have the obligation, to render such Leased Premises tenantable by repairs within 180 days therefrom, unless such repairs may reasonably be expected to be completed in a shorter period of time, in which case, Landlord shall be obligated to complete such repairs in such shorter time period. If the cost of repairing and rebuilding the Leased Premises equals or exceeds 50.0% of the Base Rentals remaining to be paid during the term of this Lease, then Landlord shall have the right, but not the obligation, to render such Premises tenantable by repairs within 180 days therefrom (or within such shorter period of time as is reasonable). Landlord agrees that, within 30 days following such damage or destruction, it shall notify Tenant with respect to whether or not Landlord intends to restore the Premises. If said Premises are not rendered tenantable within the aforesaid 180 days (or such shorter period of time as is reasonable) it shall be optional with either party hereto to cancel this Lease, and in the event of such cancellation the rent shall be paid only to the date of such fire of casualty. The cancellation herein mentioned shall be evidenced in writing. During any time that the Leased Premises are untenantable due to causes set forth in this paragraph, the rent or a just and fair proportion thereof shall be abated. Notwithstanding the foregoing, should damage, destruction or injury occur by reason of Tenant's negligence, Landlord shall have the option either: (a) right, but not the obligation, to terminate this Lease (by so advising Tenant, in writing) render the Leased Premises tenantable within thirty (30) 180 days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; of damage, destruction or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property injury (or Premises, within such shorter period of time as the case may be), Tenant is reasonable) and no abatement of rent shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordoccur.

Damage or Destruction. If either or both of the Property and the Premises is or any portion thereof shall be partially or wholly destroyed or damaged by fire or other insured casualty, Landlord shall have casualty to the option either: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as extent of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds less than fifty percent (50%) of the replacement cost total value of the Premises as a whole, then Landlord shall promptly restore or Propertyreplace the Premises to the condition existing prior to such damage or destruction, regardless of whether or not the same is covered in whole or in part by insurance then in effect, and this Lease shall continue in full force and effect and rent due hereunder shall equitably xxxxx. Such restoration shall be commenced promptly and pursued by Landlord with reasonable diligence to completion. All insurance proceeds received by Landlord or Tenant on account of such damage or destruction shall be applied to payment of said restoration to the extent that such proceeds will pay the same, with any deficiency to be paid by Landlord and with any excess insurance proceeds to be paid to Tenant. If the Premises or any portion thereof shall be partially or wholly destroyed or damaged by fire or other casualty to the extent of fifty percent (50%) or more (as determined by Landlord’s consultant in accordance with the case may be. In no eventstandards of the Construction industry) of the total value of the premises as a whole, however, then Landlord shall Tenant have the right sole and exclusive option, after consulting with tenant, to terminate this Leasebe exercised within 30 days of the damage to either rebuild or replace the Premises or not rebuild or replace the Premises. If Landlord elects to repair and restore rebuild or replace the Property (or Premises, as the case may be)then this Lease shall remain in full force and effect, Tenant shall not be entitled to (and Landlord shall have no obligation commence said rebuilding or replacement immediately following the exercise of such option and shall proceed with the same with reasonable diligence to pay) any damages completion. If Landlord elects to rebuild or compensationreplace the Premises, of any naturethe rent due shall equitably xxxxx. If Landlord elects not to rebuild or replace the Premises, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under then this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent Lease shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based terminate upon the portion exercise of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined such option by Landlord.

Damage or Destruction. If either the Building or both of the Property and the Leased Premises is damaged are rendered partially or wholly untenantable by fire or other insured casualty, and if the damaged property, in Landlord's reasonable estimation, cannot be restored within ninety (90) days of the date of such damage, then Landlord shall have the option either: (a) to may, at its sole option, terminate this Lease (as of the date of such fire or other casualty. Landlord shall exercise its option provided herein by so advising Tenant, in writing) written notice to Tenant within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; of such fire or (b) to restore and rebuild other casualty. If the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoingLease is not terminated as provided above, Landlord may only shall, at its expense, restore the Leased Premises, exclusive of any improvements or other changes made to the Leased Premises by Tenant, to as near the condition which existed immediately prior to such damage or destruction as reasonably possible, and Rent shall abatx xxxing such period of time as the Building is untenantable in the proportion that the untenantable portion of the Building bears to the tenantable portion of the Leased Premises. In the event that Landlord shall fail to materially restore the Leased Premises within ninety (90) days after the date of such damage, Tenant may, at its option and as its sole remedy, terminate this Lease under this Section 19 if by delivering written notice to Landlord, whereupon the cost to repair damage to or destruction of Lease shall terminate on the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no eventdate provided in such notice; provided, however, that if construction or repair is delayed because of changes requested by Tenant, strikes, lockouts, acts of God, war, material or labor shortages, governmental regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration and repair shall Tenant have be extended for the right to terminate this Leaseamount of time Landlord is so delayed. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled responsible to (and Landlord shall have no obligation to pay) Tenant for damage to, or destruction of, any damages furniture, equipment, improvements or compensationother changes placed, of any natureinstalled or made by Tenant in, for any purported inconvenienceon or about the Leased Premises, loss of business caused by fire or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordother casualty.

Damage or Destruction. If either or both of (a) In the Property and event the Premises Building is damaged by fire or other insured perils, and if the damage thereto is such that the Building can be repaired, reconstructed or restored within a period of one (1) year from the date of the happening of such casualty, which one (1) year period will be extended for Force Majeure occurrences (“Reconstruction Period”), Landlord shall have commence and proceed diligently with the option either: (awork or repair, reconstruction and restoration and the Lease shall continue in full force and effect; provided, however, the costs for such reconstruction and restoration work shall be paid by the parties pursuant to Section 22(f) below, and Landlord’s obligation to terminate this perform such work hereunder is conditioned upon receipt of any payment required to be made by Tenant pursuant to said Section 22(f). If such work or repair, reconstruction and restoration is such as to require a period longer than the Reconstruction Period, Landlord either may elect to so repair, reconstruct or restore the Building and the Lease (by so advising Tenantshall continue in full force and effect, or Landlord may elect not to repair, reconstruct or restore the Building and the Lease shall, in writing) such event, terminate. Under any of the conditions of this Section 22(a), Landlord shall give written notice to Tenant of its intentions within thirty (30) days after said destruction from the date of such event of damage or casualty effective destruction. In the event Landlord elects not to restore the Building, this Lease shall be deemed to have terminated as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchof such partial destruction. Notwithstanding anything to the foregoing, Landlord may only terminate this Lease under contrary contained in this Section 19 22(a), if the cost to repair damage to all or destruction any part of the Premises or PropertyBuilding is damaged or destroyed, and Tenant, as the case may bea result, exceeds fifty percent (50%) of the replacement cost of the Premises or Propertycannot be given reasonable use of, as the case may be. In no eventand reasonable access to, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair a substantially repaired and restore the Property (or restored Premises, Building Common Areas and the utilities and services pertaining to the Building and the Premises, within the Reconstruction Period (as the case may bebe extended by delays due to Tenant’s failure to pay any costs thereof as required pursuant to Section 22(f) below), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in may terminate this Lease as reasonably determined by upon written notice to Landlord, given at any time within thirty (30) days following such damage or destruction.

Damage or Destruction. 17.1 If either or both of the Property and the Premises is totally or partially damaged or destroyed by fire or other insured casualty, or if the Building is damaged or destroyed by fire or other insured casualty such that Tenant is deprived of reasonable access to the Premises, then, in either such event, but subject to the provisions of this Article XVII, Landlord shall diligently repair and restore such damaged or destroyed portions of the base building work in the Premises, and/or such portions of the base building work in the Common Areas of the Building as are necessary to restore reasonable access to the Premises, to substantially the same condition the same were in prior to such damage or destruction; provided, however, that if in Landlord’s judgment such repair and restoration cannot be completed within one hundred eighty (180) days from the date of such damage or destruction (taking into account, among other factors, the time needed for effecting a satisfactory settlement with any insurance company involved, removal of debris, preparation of plans, and issuance of all required governmental permits), then Landlord shall have the option either: (a) right to terminate this Lease by giving Tenant written notice of termination within sixty (by so advising Tenant60) days after the occurrence of such damage or destruction, in writing) within which notice shall be effective thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate If this Lease under is terminated pursuant to this Section 19 if the cost to repair damage to or destruction Article XVII, then Base Rent and any recurring items of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or Additional Rent which are determined on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement per square foot basis shall be apportioned (based upon on the portion of the Premises which is rendered untenantableunusable as a direct result of such damage or destruction) and paid to the date of termination. If this Lease is not so terminated by Landlord, inaccessible then until Landlord’s repair and restoration of the Premises is substantially complete (or unfit would have been complete but for use in any delay(s) caused by Tenant or Tenant’s Agents), Tenant shall only be required to pay Base Rent and any recurring items of Additional Rent which are determined on a reasonable business manner per square foot basis for the purposes stated in this Lease as reasonably determined by Landlordportion of the Premises that is usable while such repair and restoration is being made. After receipt of all insurance proceeds, Landlord shall proceed with such repair and restoration of the Premises and the Building. However, Landlord shall not be required to repair or restore any Alterations or any other improvements or contents of the Premises (including, without limitation, Tenant’s trade fixtures and other personal property).

Damage or Destruction. If either In the event the Leased Premises is destroyed or both so damaged or injured by fire or other casualty during the Term of this Lease, whereby the Property and same are rendered untenable, in whole or in part, School Board may, at its sole option, elect not to restore or repair the Leased Premises but to terminate this Lease. Notwithstanding anything herein to the contrary, in the event of damage by fire or other casualty that cannot reasonably be expected to be repaired within thirty (30) days following same or, if the Leased Premises is damaged by fire or other insured casualty, Landlord shall have the option either: (a) casualty so that such damage may reasonably be expected to terminate this Lease (by so advising disrupt Tenant, in writing) within ’s operations for more than thirty (30) days, then Tenant may at any time following such fire or other casualty terminate this Lease upon fifteen (15) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchSchool Board. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if in the cost to repair damage to event such casualty is caused by the negligent or destruction intentional acts of the Premises Tenant or Propertyits employees, as the case may becontractors or agents, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, Tenant shall Tenant not have the right to terminate this Lease. If Landlord In the event either School Board or Tenant elects to repair and restore the Property (or Premises, as the case may be)terminate this Lease, Tenant shall not vacate and surrender the Leased Premises as required hereby, whereupon the parties shall be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, relieved of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on further obligations hereunder arising after the date of such termination. The termination herein mentioned shall be evidenced in writing. Annual Rent shall be prorated to the casualty date of any such termination of this Lease and ending when the Premises are delivered School Board shall refund any balance owing to Tenant, within 30 days after written notice to the School Board. The extent Termination of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordshall not affect Tenant’s obligations under this Lease arising prior to such termination.

Damage or Destruction. 17.1 If either or both of the Property and the Premises is totally or partially damaged or destroyed by fire or other insured casualty, or if the Building is damaged or destroyed by fire or other insured casualty such that Tenant is deprived of reasonable access to or parking at the Premises, then, in either such event, but subject to the provisions of this Article XVII, Landlord shall diligently repair and restore the Premises (including the Tenant Improvement Work and all Leasehold Fixtures) and such damaged or destroyed public portions of the Common Areas as are necessary to restore reasonable access to and parking at the Premises, to substantially the same condition the same were in prior to such damage or destruction; provided, however, that if in Landlord's judgment such repair and restoration cannot be completed within one hundred eighty (180) days from the date of such damage or destruction (taking into account, among other factors, the time needed for effecting a satisfactory settlement with any insurance company involved, removal of debris, preparation of plans, and issuance of all required governmental permits), then either party shall have the option either: (a) right to terminate this Lease by giving the other party written notice of termination within sixty (by so advising Tenant60) days after the occurrence of such damage or destruction, in writing) within which notice shall be effective thirty (30) days after said destruction or casualty effective as the date thereof. If this Lease is terminated pursuant to this Article XVII, then Rent shall be apportioned and paid until the date of the date upon which Tenant receives timely written notice thereof; or casualty (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoingbut, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction a portion of the Premises or Propertyremains tenantable, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, then Rent shall be reduced proportionately xxxxx commencing on a per square foot basis as of the date of the casualty and ending when paid through the effective date of the termination). If this Lease is not so terminated, then until Landlord's repair and restoration of the Premises is substantially complete (or would have been complete but for any delay(s) caused by Tenant or Tenant's Parties), then Tenant shall only be required to pay Base Rent and any recurring items of Additional Rent which are delivered to Tenant. The extent of the abatement shall be based upon determined on a per square foot basis for the portion of the Premises rendered untenantablethat is tenantable while such repair and restoration is being made. After receipt of all insurance proceeds, inaccessible Landlord shall proceed with such repair and restoration of the Premises and the Building. Landlord shall not be required to repair or unfit for use in a reasonable business manner for restore any contents of the purposes stated in Premises (including, without limitation, Tenant's trade fixtures and other personal property) as to which Tenant is required under this Lease as reasonably determined by Landlordto insure.

Damage or Destruction. If either the Demised Premises or both of the Property and the Premises Building is damaged by fire any cause or other insured casualtymeans whatsoever not caused or contributed to by the negligence or fault of Tenant, its employees, agents, invitees or visitors, and if insurance proceeds have been made available therefore, and if said damage can be repaired within a period of ninety (90) days by using standard working methods and procedures, Landlord shall have within a reasonable time after the option either: (a) occurrence of said damage, and to terminate the extent of the insurance proceeds available therefore, enter and make repairs and this Lease shall not be affected but shall continue in full force and effect. However, if said damage cannot be repaired within a period of ninety (by so advising Tenant, in writing) within thirty (3090) days after said destruction or casualty effective by using standard working methods and procedures, then this Lease shall cease and terminate as of the date upon which of such occurrence, and Tenant receives timely shall pay rent hereunder to such date and immediately surrender the Demised Premises to Landlord, unless within a period of sixty (60) days from the date of such occurrence Landlord shall elect to keep this Lease in force and to restore the Demised Premises to substantially the condition as existed prior to the date of such occurrence by giving Xxxxxx written notice thereof; or of such election within said sixty (b60) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Leaseday period. If Landlord so elects to repair continue this Lease and restore the Property (or Demised Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if within a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on reasonable time after the date of the casualty notice of said election enter and ending when make repairs, and this Lease shall not be affected, except that rents hereunder shall be reduced or abated while such repairs are being made for the period of time and in the proportion that the Demised Premises are delivered untenantable. If, however, such damage is contributed to or results from the fault of Tenant, Tenant's employees, agents, invitees or visitors, and if Landlord does not have insurance covering such damage, such damage shall be repaired by and at the expense of Tenant under the control, direction and supervision of Landlord, and the rent shall continue without abatement or reduction. The extent completion of the abatement shall be based upon repairs of all such damages is subject to reasonable delays resulting from survey of such damage, obtaining plans and letting contracts for repair, adjustments or insurance loss, strikes, labor difficulties, unavailability of material, or other causes beyond the portion control of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordparty obligated to make such repairs.

Damage or Destruction. If either or both of the Property and the Premises Project is damaged by fire or other insured casualtycasualty and the insurance proceeds have been made available therefor by the holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to the extent such insurance proceeds are available therefor and provided such repairs can, in Landlord’s sole opinion, be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord, without the payment of overtime or other premiums, and until such repairs are completed rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). However, if the damage is due to the negligence or willful misconduct of Tenant, its employees, agents, contractors, guests, invitees and the like, there shall be no abatement of rent, unless and to the extent Landlord receives rental income insurance proceeds. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord) all insurance proceeds payable to Tenant under Section 14(a)(ii)(A) above; provided, however, that if the cost of repair of improvements within the Premises by Landlord exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, as so assigned by Tenant, such excess costs shall be paid by Tenant to Landlord prior to Landlord’s repair of such damage. If repairs cannot, in Landlord’s opinion, be completed within one hundred eighty (180) days after the necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or other premiums, Landlord may, at its option, either (i) make such repairs in a reasonable time and in such event this Lease shall continue in effect and the rent shall be abated, if at all, in the manner provided in this Article 16, or (ii) elect not to effect such repairs and instead terminate this Lease, by notifying Tenant in writing of such termination within sixty (60) days after Landlord learns of the necessity for repairs as a result of damage, such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition, Landlord may elect to terminate this Lease if either the 26642 Building or the 26672 Building shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, if the damage is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the contrary, Landlord shall have the option either: (a) to terminate this Lease by giving written notice to Tenant of the exercise of such option within sixty (60) days after Landlord learns of the necessity for repairs as the result of such damage. Tenant may elect to terminate this Lease in the event of a total destruction of either the 26642 Building or the 26672 Building by so advising Tenant, notifying Landlord in writing) writing of such termination within thirty (30) days after said the event of destruction, such notice to include a termination date not later than sixty (60) days after the date of such notice. Except as provided in this Article 16, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or interference with Tenant’s business or property arising from such damage or destruction or casualty effective as the making of any repairs, alterations or improvements in or to any portion of the date upon which Tenant receives timely written notice thereof; Project or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Propertyin or to fixtures, as the case may beappurtenances and equipment therein. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, exceeds fifty percent (50%) of the replacement cost of the Premises furnishings, trade fixtures or Propertyequipment, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If and that Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled obligated to (and Landlord repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no obligation right to pay) any damages or compensation, proceeds of insurance carried by Landlord relating to property damage. With respect to any nature, for any purported inconvenience, loss of business or annoyance from any damage which Landlord is obligated to repair or restoration undertaken by or on behalf elects to repair, Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases its rights under the provisions of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part Sections 1932 and 1933 of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by LandlordCalifornia Civil Code.

Damage or Destruction. If either the Premises are destroyed or both damaged by fire, earthquake, or other casualty, Concessionaire shall promptly notify the Superintendent of the Property extent of such destruction or damage and the extent of the Premises that remain usable, if any, for Concessionaire’s purposes. If the damage is damaged by fire repairable within twenty-four (24) months from the date of the occurrence, then if insurance proceeds or other insured casualty, Landlord self-insurance coverages are available to pay the full cost of the repairs (except for the deductible amounts) City shall have repair the option either: (a) Premises with due diligence; otherwise City may elect to terminate this Lease Agreement upon sixty (by so advising Tenant, in writing) within thirty (3060) days after said destruction or casualty effective as of written notice. The Concession Fee shall be abated in the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild proportion that the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction untenantable portion of the Premises or Propertybears to the whole thereof, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any natureSuperintendent reasonably determines, for any purported inconvenience, loss of business or annoyance the period from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when to the completion of the repairs. If the damage to the Premises is uninsured or cannot be repaired within twenty-four (24) months from the date of the occurrence, either City or Concessionaire may terminate this Agreement upon sixty (60) days’ written notice to the other. If thirty percent (30%) or more of the building is destroyed or damaged or the Premises are delivered not damaged but damage or destruction to Tenantthe building materially and adversely impacts the Permitted Use, then regardless of whether the Premises are damaged or not, Concessionaire may elect to terminate this Agreement upon sixty (60) days written notice to City. The extent In the event of damage by casualty, Concessionaire shall, at its sole cost and expense, repair all damage to its own personal property and the abatement City shall not be required to repair or restore any damage or injury or to replace any equipment, inventory, fixture, or other personal property of Concessionaire or others located on the Premises. Neither City nor Concessionaire shall be based upon liable in damages to the portion other for terminating this Agreement in accordance with the provisions of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordsection.

Damage or Destruction. If either any Property shall be damaged or both of the Property and the Premises is damaged destroyed, in whole or in part, by fire or other insured property hazard or casualty, Landlord Borrower shall give prompt notice thereof to Lender and one hundred (100%) percent of the net amount of all insurance proceeds received by Lender or Borrower as a result of such damage or destruction after deduction of reasonable costs and the expenses, if any, in collecting the same, shall be applied in reduction of the outstanding Principal Balance under the Note pertaining to the Damaged Property. Notwithstanding anything to the contrary set forth above, if a particular Property (a "DAMAGED PROPERTY") shall be damaged or destroyed, in whole or in part, by fire or other casualty, Lender shall, in accordance with the provisions of this Section hereinafter set forth, make the net amount of all insurance proceeds received by Lender pursuant to the provisions of this Agreement as a result of such damage or destruction after deduction of its reasonable costs and expenses, if any, in collecting the same (hereinafter referred to as the "NET PROCEEDS") available for the repair and restoration of the Damaged Property, provided that (i) no default shall have occurred and shall be continuing under the Loan Documents, (ii) Borrower shall commence the repair and restoration of the Damaged Property, as nearly as possible to the condition the Damaged Property was in immediately prior to such fire or other casualty, with such alterations as may be approved by Lender, as soon as reasonably practicable, and shall diligently pursue the same to satisfactory completion, (iii) Lender shall be satisfied that any operating deficits which will be incurred with respect to the Damaged Property as a result of the occurrence of any such fire or other casualty will be covered out of the Net Proceeds or by Borrower out-of-pocket or with the proceeds, if any, of business interruption or rental interruption insurance, (iv) Lender shall be satisfied that, within a reasonable period of time, not to exceed one hundred eighty (180) days following the completion of such repair and restoration of the Damaged Property, the gross cash flow and the net cash flow of the Damaged Property will be restored to a level sufficient to cover all carrying costs and operating expenses of the Damaged Property, (v) Lender shall be satisfied that the repair and restoration of the Damaged Property will be completed on or before the earlier to occur of (w) ninety (90) days prior to the Maturity Date, or (x) the date on which the business interruption insurance covered by such Borrower shall expire, (vi) Lender shall be satisfied that all of the terms, covenants and provisions of this Agreement and the other Loan Documents will continue to be complied with during and subsequent to the completion of such repair and restoration and (vii) Borrower and ARC IV shall execute and deliver to Lender a completion guaranty in form and substance satisfactory to Lender pursuant to the provisions of which Borrower and ARC IV shall jointly and severally guaranty to Lender the lien-free completion of the repair and restoration of the Damaged Property in accordance with the provisions of this paragraph. The Net Proceeds shall be held by Lender in an interest-bearing account, and until disbursed in accordance with the provisions of this paragraph, shall constitute additional security for the payment of the Debt. The Net Proceeds together with interest earned thereon, shall be disbursed by Lender to, or as directed by, Borrower from time to time during the course of the repair and restoration of the Damaged Property, upon receipt of evidence satisfactory to Lender (which evidence shall in each instance and to the full extent required by Lender include receipted bills, invoices, lien waivers and a continuation and date down of title to the Damaged Property in form satisfactory to Lender and issued by the title company insuring the lien of the Mortgage encumbering such Property or another title company satisfactory to Lender) that (i) all materials installed and work and labor performed (except to the extent that they are to be paid for out of the requested disbursement) in connection with the repair and restoration of the Damaged Property have been paid for in full, and (ii) there exist no notice of pendency, stop order, notice of intention to file mechanic's or materialman's lien, mechanic's or materialman's lien or other lien or encumbrance of any nature whatsoever on the Damaged Property arising out of the repair and restoration of the Damaged Property which have not either been fully bonded to the satisfaction of Lender and discharged of record or in the alternative fully insured over to the satisfaction of Lender by the title company insuring the lien of the Mortgage encumbering the Damaged Property. The repair and restoration of the Damaged Property shall be done and completed by Borrower in an expeditious and diligent fashion and in compliance with all applicable governmental laws, rules and regulations (including, without limitation, all applicable Environmental Requirements), and all plans and specifications required in connection with the repair and restoration of the Damaged Property shall be subject to review and acceptance in all respects by Lender and by the Consultant. If Lender fails to respond within ten (10) Business Days following a request and submissions of plans and specifications for approval, such plans and specification shall be deemed approved by Lender. Upon the occurrence of an Event of Default, Lender shall have the option either: (a) to terminate this Lease (by so advising Tenantuse of such plan and specifications and all permits, licenses and approvals required or obtained in writing) within thirty (30) days after said destruction or casualty effective as connection with the repair and restoration of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatchDamaged Property. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction The identity of the Premises or contractors, subcontractors and materialmen engaged in the repair and restoration of the Damaged Property, as well as the case may becontracts under which they have been engaged, exceeds fifty percent (50%) shall be identified to Lender and Consultant, if any. All costs and expenses incurred by Lender in connection with making the Net Proceeds available for the repair and restoration of the replacement cost Damaged Property including, without limitation, reasonable counsel fees and reasonable fees of the Premises or PropertyConsultant, as the case may beshall be paid by Borrower. In no event, however, event shall Tenant have the right Lender be obligated to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part make disbursements of the Premises untenantable, Rent shall proportionately xxxxx commencing on Net Proceeds in excess of an amount equal to the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement shall be based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.costs actually incurred

Damage or Destruction. If either or both 20.1 In the case of the Property and total or partial destruction of the Premises is damaged improvements on the Premises, or any portion thereof, whether by fire or other insured casualty, this Lease shall not terminate except as otherwise specifically provided herein. Tenant shall be entitled to a reduction in the Minimum Monthly Rent in an amount equal to that proportion of the Minimum Monthly Rent which the number of square feet of floor space in the unusable portion bears to the total number of rentable square feet of the Premises. Said reduction shall be prorated so that the Minimum Monthly Rent shall only be reduced for those days any given area is actually unusable. Further, if a portion of the Premises is so damaged or destroyed so as to preclude Tenant from operating its business, then there shall be a full abatement of Minimum Monthly Rent until operations may be resumed. Subject to the availability of casualty insurance proceeds as provided in Section 13 above, Landlord shall have the option either: (a) to terminate this Lease (by so advising Tenant, in writing) within thirty (30) days after said destruction or casualty effective as of the date upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects promptly undertake to repair and restore the Property (or Premises, as building in which the case may be)Premises is situated including Common Areas therein consistent with the provisions of Paragraph 20.2 below. Thereafter, Tenant shall not in accordance with Paragraph 20.2 below promptly undertake and with reasonable dispatch repair and reconstruct the Premises and other improvements of Tenant on the Premises. To the extent insurance proceeds are insufficient therefor, Tenant shall be entitled to (and Landlord shall have no obligation to pay) any damages or compensation, of any nature, liable for any purported inconveniencesuch difference. In determining what constitutes reasonable dispatch, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises untenantable, Rent shall proportionately xxxxx commencing on the date of the casualty and ending when the Premises are delivered to Tenant. The extent of the abatement consideration shall be based upon the portion given to delays caused by labor disputes, civil commotion, war, warlike operations, invasion, rebellion, hostilities, military or usurped power, sabotage, governmental regulations or control, fire or other casualty, inability to obtain any materials or services, acts of the Premises rendered untenantable, inaccessible or unfit for use in a God and other causes beyond Tenant's reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlordcontrol.